Terms of Use

Last updated: January 21, 2025

Welcome to the website of TOF Manager, LLC dba The O.H.I.O. Fund (“The O.H.I.O. Fund,” “we,” “us,” or “our”). By accessing or using our website (the “Site”), you agree to comply with and be bound by these Terms of Use (“Terms”). If you do not agree to these Terms, please do not use our Site.

Acceptance of Terms

By accessing, browsing, or using the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy, which is incorporated herein by reference. We reserve the right to modify these Terms at any time without prior notice. Your continued use of the Site after any such changes constitutes your acceptance of the new Terms.

Use of the Site

(a) You may use the Site for lawful purposes only. You agree not to use the Site:

  • In any way that violates any applicable federal, state, local, or international law or regulation.
  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent.
  • To impersonate or attempt to impersonate The O.H.I.O. Fund, a The O.H.I.O. Fund employee, another user, or any other person or entity.

(b) You are responsible for ensuring that all persons who access the Site through your internet connection are aware of these Terms and comply with them.

Intellectual Property Rights

(a) The Site and its entire contents, features, and functionality (including but not limited to text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software) are owned by The O.H.I.O. Fund or its licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

(b) You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any material from the Site without our prior written consent, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that temporarily cache materials automatically by your web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Site for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
User Content

(a) If you post, upload, submit, or otherwise make available content on or through the Site (“User Content”), you grant The O.H.I.O. Fund a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, and fully sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content.

(b) You represent and warrant that:

  • You own or control all rights in and to the User Content and have the right to grant the license granted above.
  • All of your User Content complies with these Terms and applicable laws and regulations.
Disclaimer of Warranties

(a) The Site is provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

(b) We do not warrant that the Site will be uninterrupted, error-free, or free of viruses or other harmful components. You are responsible for implementing sufficient procedures to satisfy your particular requirements for data backup and security.

Limitation of Liability

(a) To the fullest extent permitted by law, The O.H.I.O. Fund, its affiliates, and their respective officers, directors, employees, agents, licensors, and service providers will not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of or inability to use the Site.

(b) Our total liability to you for all claims arising out of or related to these Terms or your use of the Site shall not exceed the greater of $100 or the amount you paid us, if any, to use the Site.

Indemnification

You agree to indemnify, defend, and hold harmless The O.H.I.O. Fund, its affiliates, and their respective officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Site.

Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of the State of Ohio, without giving effect to its conflict of laws principles. Any legal action or proceeding arising under these Terms shall be brought exclusively in the federal or state courts located in Cleveland, Ohio, and you consent to the jurisdiction of such courts.

Termination

We reserve the right to terminate or suspend your access to the Site, without notice, for any conduct that we, in our sole discretion, believe violates these Terms or is otherwise harmful to our interests or those of any third party.

Miscellaneous

(a) If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall be enforced. (b) Our failure to enforce any right or provision under these Terms will not constitute a waiver of such right or provision.