Terms of Use

TERMS OF USE AND DISCLOSURES

These terms of use (these “Terms of Use”) constitute a legally binding agreement between Ohana Real Estate Investors LLC and its affiliates, including OREI Advisors LP (“OREI Advisors”) (collectively, “Ohana”) and you, the user of http://ohanare.com (the “Site“). By accessing the Site you acknowledge that you have read and agree to these Terms of Use. These Terms of Use govern your use of the Site. Please read these Terms of Use carefully. If you do not agree with any of the terms and conditions contained herein, please do not access the Site.

Ohana reserves the right to amend these Terms of Use in its sole discretion. Ohana will post any changes to these Terms of Use on the Site, and changes are effective immediately upon posting. Your continued use of the Site after any such changes constitutes your acceptance of the new terms and conditions. You should consult the “Terms of Use” bar on the Site each time your visit the Site.

The Site is offered and available to users who are 18 years of age or older. By using the Site, you represent and warrant that you are of legal age to form a binding contract with Ohana. If you do not meet all of these requirements, you must not access or use the Site.

Purpose of the Site; Not Investment Advice; No Recommendations

The information presented on or through the Site is made available solely for informational purposes in relation to Ohana and its real estate debt financing, equity acquisition and preferred equity / strategic capital structuring capabilities for prospective portfolio investments and related real estate services. Ohana does not warrant the accuracy, completeness, or usefulness of any information on the Site. Any reliance you place on such information is strictly at your own risk. Ohana disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site, or by anyone who may be informed of any of its contents.

This Site is not intended to provide legal, business, tax, accounting, investment, or other advice. You agree not to construe any of the Content (as defined below) provided in connection with the Site as legal, business, tax, accounting, investment, or other advice. You agree that the Content provided in connection with the Site does not, and shall not be deemed to, constitute an offer to sell, or a solicitation to any person to buy, any security or other investment. You understand that none of the Content constitutes a recommendation that you or any other person purchase, sell or hold any security, real estate, real estate-related security, investment product or other investment, or that you should pursue any investment strategy, and the Content is not to be relied upon for the purpose of making investment or other decisions. In addition, you understand and agree that all Content provided in connection with the Site is published without consideration of your individual circumstances, financial, or otherwise. Accordingly, you agree that you are solely responsible for any investment decisions or other determinations made, including, the evaluation of any investment or other risks, with respect to any of the Content provided in connection with the Site. You agree to consult your own professional advisors as to any legal, business, tax, accounting, financial, or other advice regarding any Content provided in connection with the Site.

Real Estate Services Group

Certain of Ohana’s general partner and management company affiliates, including OREI Advisors, may retain operating professionals employed or retained by affiliates of OREI Advisors (including Ohana Real Estate Services LLC, Ohana Real Estate Investors, LLC, and Ohana Realty Corp.) or OREI Advisors (including OREI Advisors or its personnel to the extent that they are used to provide hotel asset management or operational management services, development, sales, marketing and residential brokerage services and/or administrative services (including accounting, financial or other similar services)) (such operating professionals, collectively, the “Real Estate Services Group”) to provide services with respect to portfolio investments (including hotel asset management or operational management, development, sales, marketing and residential brokerage services and/or administrative services (including accounting, financial and other similar services)) (“Services”).  The Services generally are performed by employees of Ohana Real Estate Services LLC and/or Ohana Realty Corp., who generally are not employees of OREI Advisors; however, from time to time certain employees of OREI Advisors may also provide such Services to portfolio investments directly or indirectly through the Real Estate Services Group. The compensation of the Real Estate Services Group members and OREI Advisors employees performing Services is indirectly borne by investors and does not offset any management fees.

Additionally, the capabilities described on the Site include those of OREI Advisors and the Real Estate Services Group. Certain members of the “Specialized Operations” teams perform Services such as development, residential brokerage, sales and marketing, respectively. Members of such teams generally are employees of affiliates of OREI Advisors and part of the Real Estate Services Group, and not employees of OREI Advisors. Also, in addition to the general investment, finance and administrative services provided to OREI Advisors, certain employees of OREI Advisors, who are members of the “Investments” and/or “Specialized Operations” teams, may separately provide Services such as hotel asset management or operational management services and/or administrative services (including accounting, financial or other similar services) to the Real Estate Services Group. OREI Advisors is sometimes generally referred to, together with the Real Estate Services Group, as “Ohana Real Estate Investors.”

Regulatory Disclosures

OREI Advisors does not solicit or make its investment advisory services available to the public. The Content provided on or through the Site may include information regarding past and/or present portfolio investments managed by OREI Advisors, its affiliates and/or personnel. It should not be assumed that investments made in the future will be comparable in quality or performance to the investments described herein.  Further, references to past and present portfolio investments should not be construed as a recommendation of any particular investment or security. Current and previous portfolio investments listed on the Site are not to be considered a complete list of all investments historically made by OREI Advisors. The portfolio investments listed should not be assumed to have been profitable. Any past performance information on the Site is not necessarily indicative, or a guarantee, of future results.

Certain information contained on this Site constitutes “forward-looking statements.” All forward-looking statements represent only the intent and belief of OREI Advisors as of the date such statements were made. None of OREI Advisors or any of its affiliates (i) assumes any responsibility for the accuracy and completeness of any forward-looking statements or (ii) undertakes any obligation to disseminate any updates or revisions to any forward-looking statement contained on the Site to reflect any change in their expectation with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Due to various risks and uncertainties, actual events or results may differ materially from those reflected or contemplated in such forward-looking statements.

OREI Advisors is registered with the U.S. Securities and Exchange Commission as an investment adviser.

Privacy Policies

In addition to these Terms of Use, your use of and access to the Site is also subject to our Privacy Policy(the “Privacy Policy”) and our EU Website Privacy Policy (the “EU Privacy Policy”), which are incorporated by reference herein, as applicable. Our Privacy Policy and our EU Privacy Policy contain additional terms relating to our potential collection, use and disclosure of your personal information, as applicable. You agree that you have read, agreed to and understand our Privacy Policy and our EU Privacy Policy, as applicable.

User Accounts

If you choose, or are provided with, a user name, password or any other piece of information as part of Ohana’s security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password or other security information. You agree to notify Ohana immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

Ohana has the right to disable any user at any time in Ohana’s sole discretion for any or no reason, including if, in Ohana’s opinion, you have violated any provision of these Terms of Use.

Ownership

The trade names, trademarks, service marks, trade dress, logos and other indicia of source (collectively, “Marks“) found on the Site and any and all information and content available through the Site (including strategies, policies, business plans, research, concepts, and other information (collectively, the “Content”) are proprietary to Ohana, its affiliates or their respective licensors and are protected by intellectual property rights and unfair competition and other laws. You may not use any Mark or Content without the express written permission of the owner (whether Ohana or otherwise), and nothing contained in these Terms of Use or anywhere on the Site shall be construed as granting any license or right to use any Mark or Content.

Third-Party Links

From time to time, Ohana may provide links from this Site to websites operated by third parties.  Ohana’s decision to do so is in no way an endorsement of these sites. Ohana does not monitor, edit or control such third-party sites and is not responsible in any way for the suitability of their content or for the quality of the products or services offered therein. Your choice to follow links to such websites is at your sole risk. If you have any questions regarding a linked site, please direct them to the administrator of the relevant site. Ohana reserves the right to terminate any link at any time.

Disclaimer of Warranties

THE SITE AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND, TO THE MAXIMUM EXTENT PERMITTED UNDER LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY OHANA, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SITE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. OHANA FURTHER DOES NOT REPRESENT OR WARRANT THAT THE SITE OR CONTENT WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SITE REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED UNDER LAW.

Limitation of Liability

OHANA DOES NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR THE SITE OR THE CONTENT. TO THE FULLEST EXTENT PERMITTED BY LAW, OHANA IS NOT LIABLE TO YOU OR ANYONE ELSE FOR ANY CLAIM OF ANY NATURE WHATSOEVER BASED ON (1) THE SITE OR THE CONTENT, INCLUDING ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON THE CONTENT OR ANY FEATURE OF THE SITE OR (2) YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE.

UNDER NO CIRCUMSTANCES WILL OHANA BE LIABLE FOR ANY DAMAGES OR LOSSES (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, LOST REVENUES, LOST PROFITS, LOSS OF BUSINESS, LOSS OF DATA OR ANY OTHER DAMAGES OR LOSSES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF ANY SERVICE OR CONTENT, REGARDLESS OF THE THEORY OF LIABILITY, WHETHER TORT (INCLUDING NEGLIGENCE OF ANY KIND), CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF THE DAMAGES OR IF THE DAMAGES COULD HAVE BEEN FORESEEN.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnity

You agree that you will be solely responsible for, and that you will defend, indemnify and hold Ohana, its parents, subsidiaries and other affiliates (including its advisory clients) and each of their respective officers, directors, agents, employees and representatives harmless from and against any and all claims, demands, liabilities, costs or expenses, including reasonable attorneys’ fees, resulting from your violation of these Terms of Use or otherwise resulting from your use of the Site. Ohana reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which it is entitled to indemnification, but you must still indemnify Ohana for all liabilities, losses, or damages. You agree to provide Ohana with whatever cooperation it reasonably requests.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED, UNLESS OTHERWISE REQUIRED BY LAW.

Miscellaneous

You may not assign or otherwise transfer these Terms of Use or your rights or obligations hereunder without Ohana’s prior written consent, and any attempted assignment or other transfer in violation of this provision shall be null and void. Ohana may assign these Terms of Use or any rights under these Terms of Use without your content and without notice. Nothing in these Terms of Use may be used to construe you and Ohana as joint venturers, co-employers, partners, or agents of each other, and neither you nor Ohana has the power to obligate or bind the other in any way whatsoever. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of these Terms of Use shall nonetheless remain in full force and effect. The failure of Ohana at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. These Terms of Use shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of law rules. Any legal proceeding arising out or relating to these Terms of Use against or relating to Ohana or any indemnified party under these Terms of Use will be subject to the exclusive jurisdiction of any state or federal court sitting in Texas and you irrevocably consent to the jurisdiction of such courts. The terms and conditions set forth in these Terms of Use and any agreements included or referred to in these Terms of Use constitute the final, complete and exclusive agreement with respect to the Site and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms.

Headings and captions throughout these Terms of Use are for convenience only and should not be considered part of these Terms of Use. The word “including” means “including without limitation.”

If you have any questions or concerns about these Terms of Use or any issues raised in these Terms of Use or on the Site, please contact Ohana at +1 (650) 479-3311.