Securities Law and Offerings
- Please consult your tax and/or your financial advisor for more information on how these products pertain to your particular investment strategy.
This website may contain forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934, including discussion and analysis of the financial condition of the certain issuers of securities, anticipated capital expenditures required to complete certain projects, amounts of anticipated cash distributions to investors in the future and certain other matters. Readers of this website should be aware that there are various factors that could cause actual results to differ materially from any such forward-looking statements, which include changes in general economic conditions, changes in real estate conditions, construction costs which may exceed estimates, construction delays, increases in interest rates, lease-up risks, inability to obtain new tenants to fill vacant of vacated space, and the potential need to fund tenant improvements or other capital expenditures out of operating cash flow in excess of any reserves therefore.
- For more information about Hilton Head Investments, including investment policies, charges, and expenses, ask your financial advisor for a free prospectus, click here to view or download a prospectus, or call 214-712-9800. Please read any such prospectus carefully before you invest or send money. There can be no assurance that the objectives of any Hilton Head Investments investment stated in this presentation will be achieved. The share or unit values of the Hilton Head Investments funds will fluctuate based on the values of the underlying properties and there is no guarantee that past performance will be the same as future results. There is no assurance that a secondary market will exist for Hilton Head Investments funds or securities.
Not an Offer to Sell Securities
The material in this website does not constitute an offer to sell, nor a solicitation of an offer to buy the securities described herein. Such an offering is made only by means of a prospectus. This material must be read in conjunction with the prospectus in order to understand fully all the implications and risks of any offering of securities to which it relates.
Risks and Suitability
The material on this web site does not constitute an offer to sell, nor a solicitation of an offer to buy the securities described herein. Such an offering is made only by means of a prospectus. Therefore, this material must be read in conjunction with the prospectus in order to understand fully all the implications and risks of any offering of securities to which it relates. To obtain a paper copy of the prospectus free of charge, call 1-214-712-9800.
An investment in securities of Hilton Head Investments funds is subject to significant risks that are described in more detail in the "Risk Factors" and "Conflicts of Interest" sections of the prospectus. Investments in Hilton Head Investments funds are not suitable for all investors. Refer to the applicable prospectus, as amended, for a detailed discussion of risks and suitability standards for your state.
An investment in Hilton Head Investments REIT I, Inc. ("HHI REIT-I") involves significant risks, including the following:
- There is no public trading market for HHI REIT-I shares, and the HHI REIT-I cannot assure you that one will ever develop. Until the shares are publicly traded, you will have difficulty selling your shares, and even if you are able to sell your shares, you will likely have to sell them at a substantial discount.
- This is a "blind pool" offering because the HHI REIT-I, though it owns properties, it makes investments without shareholder consent. You will not have the opportunity to evaluate the HHI REIT-I's investments prior to its making them. You must rely totally upon the HHI REIT-I's advisor's ability to select the HHI REIT-I's investments.
- The number of properties that the HHI REIT-I will acquire and the diversification of its investments will be reduced to the extent that it sells less than all of the shares it is currently offering. If the HHI REIT-I does not sell substantially more than the minimum 250,000 shares, it may buy only one property and the value of your investment may fluctuate more widely with the performance of the specific investment. There is a greater risk that you will lose money in your investment if the HHI REIT-I cannot diversify its portfolio of investments by geographic location and property type.
- The HHI REIT-I's ability to achieve its investment objectives and to pay dividends depends on the performance of Hilton Head Investments, the HHI REIT-I's advisor, for the day-to-day management of the HHI REIT-I's business and the selection of its real estate properties, mortgage loans and other investments.
- The HHI REIT-I's advisor does not have any prior experience sponsoring a public real estate investment trust. Not all of its officers and directors, nor the officers and directors of its advisor, have extensive experience with mortgage financing.
- The HHI REIT-I will pay significant fees to Hilton Head Investments and its affiliates, some of which are payable based upon factors other than the quality of services provided to the HHI REIT-I.
- The HHI REIT-I's advisor will face various conflicts of interest resulting from its activities with affiliated entities, such as conflicts related to allocating the purchase and leasing of properties between the HHI REIT-I and other Hilton Head Investments programs, conflicts related to any joint ventures between the HHI REIT-I and any such other programs and conflicts arising from time demands placed on the HHI REIT-I's advisor in serving other Hilton Head Investments programs.
- The HHI REIT-I may incur substantial debt. Loans obtained by the HHI REIT-I will be secured by some of its properties, which will put those properties at risk of forfeiture if the HHI REIT-I is unable to pay its debts and could hinder the HHI REIT-I's ability to pay dividends to its stockholders in the event income on such properties, or their value, falls.
- To ensure that the HHI REIT-I continues to qualify as a HHI REIT-I for federal income tax purposes, its charter prohibits any stockholder from owning more than 9.8% of its outstanding common stock.
- The HHI REIT-I may not qualify or remain qualified as a HHI REIT-I for federal income tax purposes, which would subject it to the payment of tax on its income at corporate rates and reduce the amount of funds available for payment of dividends to its stockholders.
- Real estate investments are subject to general downturns in the industry as well as downturns in specific geographic areas. The HHI REIT-I cannot predict what the occupancy level will be in a particular building or that any tenant or mortgage loan borrower will remain solvent. The HHI REIT-I also cannot predict the future value of its properties. Accordingly, the HHI REIT-I cannot guarantee that you will receive cash distributions or appreciation of your investment.
- You will not have preemptive rights as a stockholder, so any shares issued by the HHI REIT-I in the future may dilute your interest in the HHI REIT-I.
- The HHI REIT-I may invest some or all of the offering proceeds to acquire vacant land on which a building will be constructed in the future. This type of investment involves risks relating to the builder's ability to control construction costs, failure to perform, or failure to build in conformity with plan specifications and timetables. The HHI REIT-I will be subject to potential cost overruns and time delays for properties under construction. Increased costs of newly constructed properties may reduce its returns to you, while construction delays may delay its ability to distribute cash to you.
- The vote of stockholders owning at least a majority of the HHI REIT-I's shares will bind all of the stockholders as to certain matters such as the election of directors and an amendment of the HHI REIT-I's charter.
- If the HHI REIT-I does not obtain listing of the shares on a national exchange by the twelfth anniversary of the termination of its initial offering, (such date being on or about February 18, 2017). the HHI REIT-I's charter provides that it must begin to sell all of its properties and distribute the net proceeds to its stockholders.
- Each of the HHI REIT-I's executive officers, including Mr. Fonteno, who also serves as the chairman of the HHI REIT-I's board of directors, also serve as officers of the HHI REIT-I's advisor, its property manager, its dealer manager and other affiliated entities, and as a result they will face conflicts of interest relating from their duties to these other entities.
HILTON HEAD INVESTMENTS WEB SITE TERMS AND CONDITIONS
1. LICENSE TO THE CONTENT. Hilton Head Investments grants you a limited, nonexclusive, nontransferable license during the Term (defined below) to access the Web Site solely to display the Content for informational purposes only and to print and/or save copies of the Content with or on your personal computer, solely for your use in obtaining information regarding the Hilton Head Investments Entities. Any other use of the Content or the Web Site is expressly prohibited. All other rights in the Content and the Web Site are reserved by Hilton Head Investments and its licensors. Hilton Head Investments reserves all rights in the Web Site and you agree these Terms and Conditions do not grant you any rights in or licenses to the Web Site, except for this express, limited license. You will not otherwise copy, transmit, distribute, sell, license, de-compile, reverse engineer, disassemble, modify, publish, participate in the transfer or sale of, create derivative works from, perform, display, incorporate into another Web site, or in any other way exploit any of the Content or any other part of the Web Site or any derivative works thereof, in whole or in part for commercial or non-commercial purposes without the express prior written permission of Hilton Head Investments. Without limiting the foregoing, you will not frame or display the Web Site (or any part of the Web Site) as part of any Web site or any other work of authorship without the express prior written permission of Hilton Head Investments.
2. PRODUCTS AND SERVICES. The information regarding the Hilton Head Investments Entities provided on the Web Site may change at any time. In addition, eligibility or suitability requirements may apply for access to this information or any transaction with or regarding the Hilton Head Investments Entities and they may not be available in all geographic areas.
3. WEB SITE ACCURACY. Although Hilton Head Investments has tried to provide accurate and timely information on the Web Site, please be aware that the Web Site (including without limitation the Content) may not always be entirely accurate, complete or current and may also include technical inaccuracies or typographical errors. The information published on the Web Site is provided as a convenience to visitors and is provided for informational purposes only. Accordingly, you should verify all information before relying on it, and all decisions based on information contained in the Web Site are your sole responsibility and Hilton Head Investments shall have no liability for such decisions. If you need specific details about any information contained in our web site, you should contact Hilton Head Investments as provided in the "Contact Us" section of the Web Site.
4. WEB SITE RESTRICTIONS. As a condition of your use of the Web Site, you represent and warrant that you shall not use the Web Site for any purpose that is unlawful or that is prohibited by these Terms and Conditions. You will not submit any false, misleading or inaccurate information to the Web Site. You will abide by all applicable local, state, national and international laws and regulations and you shall be solely responsible and liable for all of your acts or omissions that occur while you use the Web Site. By ways of example, and not as a limitation, you will not use the Web Site to:
(a) Defame, abuse, harass, stalk, threaten or otherwise violate or infringe the legal rights (such as, but not limited to, rights of privacy, publicity and intellectual property) of others;
(b) Publish, distribute or disseminate any harmful, inappropriate, profane, vulgar, infringing, obscene, tortious, indecent, immoral or otherwise objectionable material or information;
(c) Transmit or upload any material to the Web Site that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs;
(d) Interfere with or disrupt the Web Site networks or servers;Harvest or otherwise collect information from the Web Site about others, including without limitation email addresses, without proper consent;
(e) Use the account, login identification, or password of another party to access the Web Site;
(f) Otherwise attempt to gain unauthorized access to the Web Site, other accounts, computer systems or networks connected to the Web Site, through password mining or any other means; or
(g) Interfere with another individual's or entity's use or enjoyment of the Web Site.
Hilton Head Investments has no obligation to monitor your use of the Web Site or retain the content of any of your sessions on the Web Site. By transmitting information through the Web Site, you accept the risk that such information as well as any information that we transmit to you, may be intercepted by third parties. In addition, messages that you send to us by e-mail may not be secure. We recommend that you do not send any confidential information to us by e-mail. If you choose to send any confidential information to us via e-mail, you accept the risk that this information may be intercepted by a third party. Hilton Head Investments reserves the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request or as otherwise may be legally permissible.
5. DISCLAIMER OF WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HILTON HEAD INVESTMENTS AND THE OTHER HILTON HEAD INVESTMENTS ENTITIES) EXPRESSLY DISCLAIM ALL WEB SITE WARRANTIES OF ANY KIND, INCLUDING WITHOUT LIMITATION REGARDING ANY CONTENT OR OTHER INFORMATION ACCESSED THROUGH THE WEB SITE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND ANY IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE. NO MATERIALS OR OTHER ADVICE OR INFORMATION, WHETHER ORAL, WRITTEN OR IN ANOTHER FORM, OBTAINED BY YOU THROUGH THE WEB SITE OR OTHERWISE, WILL CREATE ANY WARRANTY NOT EXPRESSLY PROVIDED IN THESE TERMS AND CONDITIONS. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OR FROM THE WEB SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. YOU EXPRESSLY AGREE THAT YOUR USE OF THE WEB SITE IS AT YOUR SOLE RISK. THE WEB SITE IS PROVIDED TO YOU "AS IS."
6. LIMITATIONS OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT HILTON HEAD INVESTMENTS AND ALL OF THE HILTON HEAD INVESTMENTS ENTITIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MANAGERS, ADVISORY BOARD MEMBERS, EMPLOYEES, CONTRACTORS, AND AGENTS (INCLUDING WITHOUT LIMITATION ANY BROKER DEALER ENTITIES THAT PROVIDE PRODUCTS OR SERVICES FOR YOU ARISING OUT OF, OR SEPARATE FROM, YOUR USE OF THE WEB SITE) (COLLECTIVELY, "HILTON HEAD INVESTMENTS PARTIES") SHALL NOT HAVE ANY LIABILITY TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES THAT ARISE OUT OF OR RELATE TO THE WEB SITE OR THESE TERMS AND CONDITIONS. IN NO EVENT WILL THE TOTAL, AGGREGATE LIABILITY OF THE HILTON HEAD INVESTMENTS PARTIES FOR DAMAGES OF ANY TYPE, EXPENSES OR LOSSES UNDER ANY CLAIM, CAUSE OF ACTION, LAWSUIT OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS OR THE WEB SITE EXCEED FIVE HUNDRED DOLLARS ($500). THE LIABILITY LIMITATIONS IN THIS SECTION SHALL APPLY REGARDLESS OF WHETHER THE CLAIM, CAUSE OF ACTION, LAWSUIT OR PROCEEDING IS BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, AND REGARDLESS OF WHETHER HILTON HEAD INVESTMENTS HAS BEEN ADVISED OF THE POSSIBILITY OF THE APPLICABLE DAMAGES. AS SUCH YOU ACKNOWLEDGE AND AGREE THAT THIS LIMITATION OF LIABILITY APPLIES EVEN TO ANY NEGLIGENCE OF THE HILTON HEAD INVESTMENTS PARTIES.
7. LINKS WITH OTHER WEB SITES. Hilton Head Investments may provide links to other Web sites or resources ("Linked Sites"). You acknowledge and agree that Hilton Head Investments has no control over and is not responsible for the Linked Sites. Hilton Head Investments reference to or use of tangible or intangible property, a product, service, or process does not imply Hilton Head Investments' recommendation, approval, affiliation, or sponsorship of that respective property, product, service, or process. You agree that the Hilton Head Investments Parties shall not be responsible or liable, directly or indirectly, for any damage or loss arising out of or relating to the Linked Sites, including without limitation content, property, goods or services available on the Linked Sites. Links to the Web Site are not permitted without the express prior permission of Hilton Head Investments.
8. INDEMNIFICATION. You agree to defend, indemnify, and hold the Hilton Head Investments Entities harmless from any and all damages, costs and expenses, including without limitation reasonable attorneys' fees, arising out or relating to any and all third party claims, demands or allegations arising out of or relating to your use of the Web Site, including without limitation arising out of or relating to your violation of the Terms and Conditions, any applicable laws, or your violation of any rights of a third party.
9. MODIFICATIONS. Hilton Head Investments may change the Terms and Conditions from time to time. Hilton Head Investments will require your assent to the revised Terms and Conditions. If you do not provide such an assent, such as through clicking the applicable "I Agree" button, among other methods, then your use of the Web Site will terminate in accordance with Section 12 below. Hilton Head Investments reserves the right to modify or temporarily discontinue your access to the Web Site or parts thereof, with or without notice to you. You agree that Hilton Head Investments shall not be liable to you or any third-party for any modification to the Web Site or your access to the Web Site.
10. INTERNET ACCESS. To use the Web Site, you must at no cost to Hilton Head Investments: (a) provide for your own access to the World Wide Web and pay any service fees associated with such access; (b) provide all equipment necessary for you to make such connection to the World Wide Web, including without limitation a computer and modem or broadband Internet connection.
11. INFORMATION RELATING TO FUND SECURITIES. Certain of the information contained in the web site relates to Hilton Head Investments REIT I, Inc., Hilton Head Investments Short-Term Opportunity Fund I LP, Hilton Head Investments Capital Appreciation Fund I (the "Affiliate Funds") who have made or currently make public offerings of their securities. Securities of available Affiliate Funds are offered by Hilton Head Investments, LLC. Hilton Head Investments, LLC is not a Member of the NASD and SIPC, and shall use either Registered Broker Dealers and Representatives or Executives of Hilton Head Investments to handle the securities. Executives do not receive any compensation related to handling the securities for investors. Hilton Head Investments REIT I, Inc. should be formed by August 30, 2007. Hilton Head Investments Mid-Term Value Enhancement Fund I LP and Hilton Head Investments Short-Term Opportunity Fund I LP were each formed July 30, 2002. Unless otherwise expressly stated, the properties depicted on the Web Site are for illustrative purposes and are not owned, or intended to be acquired, by any of the Affiliate Funds. Except as otherwise disclosed in their respective prospectuses as amended, the Affiliate Funds have not yet identified any properties for acquisition. There can be no assurance the funds' investment objectives will be achieved.
A copy of the current version of each of the available Affiliate Fund's prospectuses is available on the Web Site. For those considering an investment in the Affiliate Funds the Web Site must be read in conjunction with the applicable prospectus in order to fully understand all the implications and risks of the respective offering of the securities to which it relates. For additional prospectuses, please call Hilton Head Investments at 214-712-9800. An investment in the securities of the Affiliate Funds is subject to substantial risks. These risks include absence of a public market for these securities, lack of an operating history, absence of properties identified for acquisition, limited transferability and lack of liquidity, possibility of substantial delay before distributions are made, reliance on the fund's general partners or advisor, payment of significant fees to the general partners or advisor and their affiliates, potential conflicts of interest, and lack of diversification in property holdings until significant funds have been raised. An investment in the securities of the Affiliate Funds is not suitable for all investors. Refer to the applicable prospectus for a more detailed discussion of risks.
This Web Site is neither an offer to sell nor the solicitation of an offer to buy any security, which can be made only by the prospectus, filed or registered with appropriate state and federal regulatory agencies, and sold by broker/dealers authorized to do so. No regulatory agency has passed on or endorsed the merits of this offering. Any representation to the contrary is unlawful. Consult the prospectus and subscription document for suitability standards in your state.
NO ATTORNEY GENERALS OR STATE SECURITIES BOARDS OF ANY STATES HAVE PASSED ON OR ENDORSED THE MERITS OF ANY OFFERING OF HILTON HEAD INVESTMENTS FUND SECURITIES. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
12. TERMINATION. The term ("Term") of these Terms and Conditions shall be until either you or Hilton Head Investments terminates your Web Site account, with or without cause at any time and effective immediately. Hilton Head Investments may additionally, in its sole discretion, immediately terminate these Terms and Conditions should you fail to adhere to these Terms and Conditions. You agree that the Hilton Head Investments Entities shall not be liable to you or any third party for termination of these Terms and Conditions. Should you object to any terms or conditions of these Terms and Conditions or any subsequent modifications to these Terms and Conditions or become dissatisfied with the any part of the Web Site in any way, your sole and exclusive remedy is to immediately: (1) terminate use of the Web Site; and (2) notify Hilton Head Investments in writing of your termination of your agreement to these Terms and Conditions. Upon expiration of the Term or termination of these Terms and Conditions, your license rights to the Web Site immediately cease. Sections 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17 and 18 will survive and remain in full force and effect after termination.
13. ARBITRATION. You agree with Hilton Head Investments that any dispute arising in connection with these Terms and Conditions or the performance of any party under these Terms and Conditions or otherwise relating to these Terms and Conditions shall be shall be referred to binding arbitration in Dallas, Texas, in accordance with the rules of the American Arbitration Association by a panel of three arbitrators. Each of the parties shall name one arbitrator. The third arbitrator shall be selected by the two named arbitrators from the list of the current active members of the American Arbitration Association. The arbitration shall be binding, final, not appealable, enforceable and in lieu of any right to sue or seek other arbitration in any court or tribunal. Notwithstanding the foregoing, either you or any of the Hilton Head Investments Entities shall be entitled to apply to any court of competent jurisdiction for a temporary restraining order, preliminary injunction, permanent injunction or other equitable relief, without breach of this arbitration provision.
14. EQUITABLE RELIEF. You acknowledge that any use or threatened use of the Web Site or Content in a manner inconsistent with these Terms and Conditions shall cause immediate irreparable harm to Hilton Head Investments and/or the other Hilton Head Investments Entities for which there is no adequate remedy at law. Accordingly, you acknowledge and agree that Hilton Head Investments and the other Hilton Head Investments Entities shall be entitled to immediate and permanent injunctive relief from a court of competent jurisdiction in the event of any such breach or threatened breach by you. You agree and stipulate that Hilton Head Investments and the Hilton Head Investments Entities shall be entitled to such injunctive relief without posting a bond or other security; provided however that if the posting of a bond is a prerequisite to obtaining injunctive relief, then a bond in the amount of $1000 shall be sufficient. Nothing contained herein shall limit the right of Hilton Head Investments or any other Hilton Head Investments Entity to any remedies at law, including without limitation the recovery of damages from you for breach of these Terms and Conditions, as applicable.
15. ASSIGNMENT. YOU WILL NOT ASSIGN, INCLUDING WITHOUT LIMITATION BY OPERATION OF LAW, CHANGE OF CONTROL OR OTHERWISE, YOUR RIGHTS OR LICENSES TO THE WEB SITE PROVIDED UNDER THESE TERMS AND CONDITIONS, EITHER IN WHOLE OR IN PART WITHOUT THE PRIOR WRITTEN CONSENT OF HILTON HEAD INVESTMENTS. HILTON HEAD INVESTMENTS SHALL HAVE THE RIGHT TO ASSIGN THESE TERMS AND CONDITIONS. ANY ATTEMPT TO ASSIGN THESE TERMS AND CONDITIONS CONTRARY TO THIS SECTION WILL BE VOID AND HAVE NO EFFECT.
16. COPYRIGHT AND TRADE NAMES. ALL OF THE INFORMATION ON THE WEB SITE, INCLUDING TEXT, IMAGES, GRAPHICS AND SOFTWARE, IS THE PROPERTY OF HILTON HEAD INVESTMENTS HOLDINGS, LLC, EXCEPT AS OTHERWISE INDICATED, AND IS PROTECTED BY COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAWS. IN ADDITION, THE COLLECTION, ARRANGEMENT AND ASSEMBLY OF CONTENT ON THIS WEB SITE IS THE EXCLUSIVE PROPERTY OF HILTON HEAD INVESTMENTS HOLDINGS, LLC AND IS LIKEWISE PROTECTED BY COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAWS. YOU MAY VIEW, DOWNLOAD AND REPRINT INFORMATION AND MATERIALS CONTAINED ON THIS WEB SITE (I) SOLELY FOR INFORMATIONAL PURPOSES AND FOR NO OTHER PURPOSE, AND (II) PROVIDED THAT NEITHER THE MATERIALS, NOR ANY PROPRIETARY NOTICES THEREIN ARE MODIFIED OR ALTERED IN ANY WAY.
The Web Site is Copyright © 1993-2007 Hilton Head Properties, Inc. All rights reserved.
Pursuant to Section 512(c)(2) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, Hilton Head Properties, Inc. doing business as Hilton Head Properties designates an agent as described below, to receive notifications of claimed infringement:
Legal name and address of service provider:
Hilton Head Investments
1401 Elm St., Suite 3800
Dallas, TX 75202
Name under which service provider does business:
Hilton Head Investments
Hilton Head Properties
Hilton Head Capital
Designated agent's address:
Hilton Head Investments
1401 Elm St., Suite 3800
Dallas, TX 75202
Telephone, fax, and e-mail address of designated agent:
The Web Site features trade names, logos and other trademarks and service marks that are the property of, or are licensed to, Hilton Head Properties, Inc., Hilton Head Investments and other Hilton Head Entities. The Web Site may also include trademarks or service marks of third parties. All of these trademarks are the property of their owners and you agree not to use or display them in any manner without the prior written permission of the applicable trademark owner. You also agree not to use, copy, modify or display any of these marks in any manner likely to cause confusion or in any manner that disparages or discredits any Hilton Head Investments Entity. Without limitation the following are proprietary trade names of Hilton Head Properties, Inc, a Colorado Corporation and owned by Hilton Head Properties, Inc.: Hilton Head Properties, Hilton Head Investments, Hilton Head Property Management, Hilton Head Accounting Services, Hilton Head Leasing, Hilton Head Investments REIT-I, HHI REIT-1, Hilton Head Investments Short-Term Opportunity Fund and HHI IRA are trademarks owned by Hilton Head Properties, Inc. in the U.S.
17. NOTICE. Any notice required or allowed under these Terms and Conditions shall be deemed properly given and effective upon (a) (i) actual delivery, if delivery is by hand; (ii) upon receipt by the transmitting party of confirmation or answer back, if delivery is by telex, telegram or facsimile; (iii) five (5) days after delivery into the regular mail, postage prepaid by registered or certified mail, return receipt-requested to the respective party at the following address; or (b) if you have provided an email address, to you immediately upon transmittal of an email to such email address:
If to you:
Such notice will be sent to you based on the contact information you have submitted to Hilton Head Properties or Hilton Head Investments.
If to Hilton Head Properties or Hilton Head Investments:
Hilton Head Properties, Inc. 'or' Hilton Head Investments, LLC
1401 Elm St., Suite 3800
Dallas, TX 75202
ATTENTION: General Counsel
or at such other address as the parties may designate by notice given pursuant to this clause.
18. GENERAL. THE TERMS AND CONDITIONS AND THE RELATIONSHIP BETWEEN YOU AND HILTON HEAD INVESTMENTS AND THE OTHER HILTON HEAD INVESTMENTS ENTITIES SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS. Subject to Section 13 (Arbitration), you and Hilton Head Investments agree to submit to the non-exclusive jurisdiction of the courts located within the County of Dallas, State of Texas, provided that any lawsuits or other claims brought by you must be brought exclusively within the County of Dallas, State of Texas. You hereby consent and submit to the exclusive in personam jurisdiction of such courts, waive any objection based on forum non conveniens and waive any objection to venue of any action instituted hereunder to the extent that an action is brought in the courts identified above. The failure of Hilton Head Investments to exercise or enforce any right or provision of the Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of the Terms and Conditions is found by a court of competent jurisdiction 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 the Terms and Conditions remain in full force and effect. The section titles in the Terms and Conditions are for convenience only and have no legal or contractual effect. Hilton Head Investments shall not be liable for delays or failure to make the Web Site (including without limitation the Content) available if due to any cause or conditions beyond Hilton Head Investments' reasonable control, including, but not limited to, delays or failures due to acts of God, acts of civil or military authority, fire, flood, strikes, wars, failure of the Internet backbone or shortage of power. Hilton Head Investments agrees to make the Web Site available hereunder as an independent contractor, and in no event shall the employees and/or agents of Hilton Head Investments or any of the other Hilton Head Investments Entities be deemed your employees and/or agents. Each party acknowledges that it is not entering into these Terms and Conditions on the basis of any representation not expressly contained in the Terms and Conditions. The Terms and Conditions constitutes the entire agreement between you and Hilton Head Investments (and the other Hilton Head Investments Entities) concerning this subject matter, and supersedes and cancels any and all prior or contemporaneous agreements or contracts, whether written or oral.
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