Norwest Capital Group, LP (“Norwest Capital”) owns and operates the website located at nmp.com and related Norwest Capital -owned and operated URLs in nmp.com (collectively, the “Website”); the content available on the Website (“Website Content”) is owned by Norwest Capital, or its licensors.  Website, Website Content and Services (defined below) are collectively, the “Norwest Capital Properties.”

PLEASE READ THIS TERMS OF USE AGREEMENT (THE “TERMS OF USE”) CAREFULLY.  THIS WEBSITE (AND ANY OTHER WEBSITES OF NORWEST CAPITAL, ITS AFFILIATES OR AGENTS, ALSO THE “WEBSITE”) AND THE INFORMATION ON IT ARE CONTROLLED BY NORWEST CAPITAL.  THESE TERMS OF USE GOVERN THE USE OF THE WEBSITE AND APPLY TO ALL INTERNET USERS VISITING THE WEBSITE BY ACCESS OR USING THE WEBSITE IN ANY WAY, INCLUDING USING THE SERVICES AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE (EACH A “SERVICE” AND COLLECTIVELY, THE “SERVICES”).   YOU REPRESENT THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF USE.  THE TERM “YOU” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY ACCESSING OR USING THE WEBSITE.  IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THE WEBSITE.

Limited License for Use of Website Content. Norwest Capital hereby authorizes you to access and use the Website Content subject to the following: (a) the Website Content may be used solely for personal, informational, non-commercial purposes; and (b) the Website Content may not be modified, altered, licensed, leased, transferred, or assigned in any way. No other use of the Website Content is authorized and no other license or right to the Website Content is granted. You agree that any copy of the Website Content (and any part thereof) which you make shall retain all copyright and other proprietary notices in the same form and manner as on the original. Any other use requires the express written authorization of Norwest Capital.  In addition to the foregoing, investors accessing the Investor Portal shall be subject to the restrictions and confidentiality obligations set forth therein.

Trademark Information.  Notwithstanding anything herein to the contrary, the trademarks, logos, and service marks (“Marks”) displayed on the Website are the property of Norwest Capital or other third parties. You are not permitted to use these Marks without the prior written consent of Norwest Capital or such third party which may own the Mark.

Password Protected Areas. Access to certain portions of the Website may require you to register an account by entering your username and password. Passwords should be kept strictly confidential and should not be shared with any other persons, and you agree to (1) notify Norwest Capital immediately of any unauthorized use of your password or any other breach of security; and (2) exit from your account at the end of each session.  In registering an account on the Website, you agree to (1) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete.  You represent that you are of legal age to form a binding contract; and (3) not a person barred from using the Norwest Capital Properties under the laws of the United States, your place of residence or any other applicable jurisdiction.  You are responsible for all activities that occur under your account.   You agree not to create an account using a false identity or information, or on behalf of someone other than yourself.   Norwest Capital reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights.

No Advice. The information contained on the Website is given for general information and general interest purposes only. While Norwest Capital tries to keep the information accurate and up to date, Norwest Capital cannot be responsible for any inaccuracies in the information. As a result, you should not rely on this information for making decisions, and we recommend that you take further advice and/or seek further guidance before taking any action based on the information contained in the Website Content.

Press Releases.  The information contained within press releases on the Website issued by Norwest Capital should not be deemed accurate or current except as of the date the release was posted. We have no intention of updating, and specifically disclaim any duty to update, the information in the press releases.

Indemnification.  You agree to indemnify and hold Norwest Capital, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Norwest Capital Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) your use of, or inability to use, Norwest Capital Properties; (c) your violation of the Terms of Use; (d) your violation of any rights of another party, including any users; or (e) your violation of any applicable laws, rules or regulations.  Norwest Capital reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Norwest Capital in asserting any available defenses.

Disclaimer. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE, THE WEBSITE AND THE WEBSITE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. NORWEST CAPITAL EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NORWEST CAPITAL MAKES NO WARRANTY THAT: (A) THE WEBSITE WILL MEET YOUR REQUIREMENTS; (B) THE WEBSITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE OR WEBSITE CONTENT WILL BE ACCURATE OR RELIABLE.

Limitation of Liability. IN NO EVENT SHALL NORWEST CAPITA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU WHETHER IN AN ACTION IN CONTRACT OR TORT, ARISING FROM YOUR ACCESS TO, OR USE OF, THE WEBSITE AND WEBSITE CONTENT, WHETHER OR NOT NORWEST CAPITAL HAS BEEN ADVISED OF THE POSSIBILITY.

Changes; Third Party Websites. Norwest Capital reserves the right to change or discontinue the Website or any Website Content at any time. Norwest Capital also reserves the right to modify these Terms of Use by posting a modified version on the Website. The Website may include hyperlinks to websites not controlled by Norwest Capital and Norwest Capital is not responsible for any such websites. Norwest Capital provides these links to other websites merely as a convenience and the inclusion of such links does not imply an endorsement. You agree that Norwest Capital is not responsible for third party content accessible through the Website and you bear all risks associated with the use of such content. You should review applicable terms and policies, including privacy and data gathering practices, of any third-party websites or third-party applications, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third-party.

Term and Termination. Subject to this section, these Terms of Use will remain in full force and effect while you use the Website.  We may suspend or terminate your rights to use the Website (including your account) at any time for any reason at our sole discretion, including for any use of the Website in violation of these Terms of Use.

Applicable Laws. All matters relating to your access to, and use of, the Website and these Terms of Use shall be governed by U.S. federal law or the laws of the State of Minnesota. Any legal action or proceeding relating to your access to, or use of, the Website shall be instituted in a state court located in Hennepin County, Minnesota, or any federal court in the District of Minnesota. You and Norwest Capital agree to submit to the jurisdiction of, and agree that venue is proper in, these courts in any such legal action or proceeding. Notwithstanding the foregoing, Norwest Capital may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction.

Electronic Communications.  The communications between you and Norwest Capital use electronic means, whether you use the Website or send us emails, or whether Norwest Capital posts notices on the Website or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Norwest Capital in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Norwest Capital provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in a hardcopy writing. The foregoing does not affect your non-waivable rights.

Entire Terms. These Terms of Use constitute the entire agreement between you and us regarding the use of the Website. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision.