Cerberus Capital Management

Last updated: March 7, 2011

THIS AGREEMENT GOVERNS YOUR USE OF THIS SITE AND ALL CONTENT AND SERVICES AVAILABLE VIA THIS SITE. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THIS SITE.

Acceptance of Terms of Use. These Terms of Use ("Agreement") state the terms and conditions under which you may use the website located at www.cerberuscapital.com and all Content and Services available therein (the "Site"). Please read this Agreement carefully. This Site contains various information in the form of data, text, graphics, news, reports and other materials relating to Cerberus Capital Management LP ("CCM" or "We") as well as third party content, (collectively, the "Content"). By accessing, browsing and/or using this Site and any services that may be made available through the Site (the "Services") you acknowledge that you have read, understood and agree to be legally bound by this Agreement. We reserve the right to amend this Agreement at any time and from time to time. If you use the Site after the amended Agreement has been posted, you will be deemed to have agreed to the amended Agreement.

Use Restrictions. You are expressly prohibited from (i) using any robot, spider, other automatic device, or manual process to monitor, "mine" or copy the web pages on the Site, (ii) using any device, software or routine to interfere or attempt to interfere with the proper working of the Site, and (iii) taking any action that imposes an unreasonable or disproportionately large load on CCM's infrastructure.

Sign-In Name and Password Policy. Certain areas of the Site may require you to register prior to being granted access. During the registration process, We will assign to you a unique sign-in name ("Sign-In Name") and a password ("Password"). Each Sign-In Name and Password can be used by only one user. You are solely responsible for the confidentiality and use of your Sign-In Name and Password, as well as for any use, misuse or communications entered through the Site using your Sign-In Name and Password. You shall notify CCM immediately if you become aware of any loss, theft or unauthorized use of your Sign-In Name or Password and CCM reserves the right to delete or change one or both of them at any time and for any reason.

Intellectual Property Rights in the Site. You acknowledge that the Site and various elements contained therein are protected by copyrights, trademarks, trade secrets, patents, or other proprietary rights, and that these worldwide rights are valid and protected in all forms, media, and technologies existing now and hereinafter developed. You also acknowledge that the Content is and shall remain the property of CCM or its licensors. You shall comply with all intellectual property laws and you shall not encumber any interest in, or assert any rights to, the Content. You may not modify, transmit, participate in the sale or transfer of, or create derivative works based on any Content, in whole or in part.

Trademarks. "Cerberus Capital Management" and all other trademarks, logos and services marks displayed on the Site are trademarks belonging to CCM, its affiliated entities, or its licensors (collectively the "Trademarks"). Nothing on the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademarks displayed on the Site, without CCM's prior written permission in each instance. All goodwill generated from the use of the Trademarks will inure to benefit of CCM, its affiliated entities, or its licensors, as the case may be.

Linking and Framing. CCM prohibits the use of any links to the Site from any other Web sites unless establishment of such a link is approved in advance by CCM in writing. You may not frame any elements of the Site with any other Web site. The Site may periodically provide links to third party web sites. These Terms of Use govern only the Site and not any such third party Web sites. CCM's decision to link to a third party Web site is not an endorsement of the content or services in that linked third party Web site. If you decide to access linked third party Web sites, you do so at your own risk. You should direct any concerns regarding any third party Web sites to the administrator of the applicable third party Web site.

Copyright Complaints. If you believe the Site contains Content that infringes your copyright, please see CCM's Copyright Infringement Notification Procedures

Advertisements. CCM, in its sole discretion, may post the advertisements of third parties on the Site. The display of advertisements on the Site is not intended as and does not in any manner constitute a recommendation, endorsement, or approval of the advertiser or its services by CCM. Your correspondence or any other dealings with advertisers found on this Site are solely between you and such advertiser and We are not responsible or liable for the statements or conduct of any third party, nor for any loss or damage incurred as a result of any such dealings or as the result of the presence of such advertisers on this Site.

Unsolicited Information. By submitting any unsolicited information and materials, including comments, ideas, questions, designs, and other similar communications (collectively, "Unsolicited Information") to CCM through the Site, you agree to be bound by the following terms and conditions. If you do not agree with these terms and conditions, you should not provide any Unsolicited Information to CCM through the Site. All Unsolicited Information will be considered NON-CONFIDENTIAL and NON-PROPRIETARY. CCM, or any of its affiliated entities, may use such communication or material for any purpose whatsoever, including, but not limited to, reproduction, disclosure, transmission, publication, broadcast, and further posting. Further, CCM and its affiliated entities are free to use any ideas, concepts, know-how, or techniques contained in any communication or material you send to the Site for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products. By submitting any Unsolicited Information to the Site, you are granting CCM and its affiliated entities a perpetual, royalty-free and irrevocable right and license to use, reproduce, modify, adapt, publish, translate, distribute, transmit, publicly display, publicly perform, sublicense, create derivative works from, transfer and sell such Unsolicited Information and to use your name and other identifying information in connection with such Unsolicited Information.

No Responsibility for Connectivity. You are responsible for the means you use to access the Site and all costs associated therewith. CCM is not responsible for the performance of your hardware, software, the Internet, your Internet service provider and other third parties involved in connecting you to the Site.

Disclaimer of Warranty. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. CCM DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, SUITABILITY OR USEFULNESS OF ANY PORTION OF THE SITE. CCM DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED OR ERROR FREE OR THAT THE SITE, ITS SERVER OR ANY FILES AVAILABLE FOR DOWNLOADING THROUGH THE SITE ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL ELEMENTS. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITE IS ASSUMED SOLELY BY YOU. CCM DOES NOT MAKE ANY, AND HEREBY SPECIFICALLY DISCLAIMS ANY AND ALL, REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, AND WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SITE.

No Offers or Reliance. No material available through the Site shall be used or considered as an offer to sell or a solicitation of any offer to buy the securities or services of any of CCM's affiliated entities. Offers can only be made where lawful under, and in compliance with, applicable law. CCM is not utilizing the Site to provide investment or other advice, and no information or material available through the Site is to be relied upon for the purpose of making or communicating investment or other decisions. CCM does not advise on the tax consequences of any investment. To the extent that past performance is available through the Site, past performance is not indicative of future results, and no representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.

Limitation of Liability. UNDER NO CIRCUMSTANCES WILL CCM, OR ANY OF ITS AFFILIATED ENTITIES, SUBSIDIARIES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE "CCM PARTIES"), BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE SITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THE SITE AND THE INFORMATION OBTAINED THROUGH THE SITE. IN NO EVENT SHALL ANY OF THE CCM PARTIS PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THE SITE OR THESE TERMS OF USE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.

Indemnification. You shall indemnify and hold harmless the CCM Parties for any and all claims, losses, liabilities, and expenses (including attorneys' fees) arising from your use of the Site, or any violation of this Agreement.

Use of Personally Identifiable Information. Registration on the Site and/or Your use of the Site, may involve the transmission of your personally identifiable information ("Personal Data") to CCM. CCM's policies with respect to the collection and use of Personal Data can be found in CCM's Privacy Policy, which is hereby incorporated by reference in its entirety

Termination. CCM reserves the right, in its sole discretion, to restrict, suspend, or terminate these Terms of Use and your access to all or any part of the Site, at any time and for any reason without prior notice or liability. CCM reserves the right to change, suspend, or discontinue all or any part of the Site at any time without prior notice or liability.

Security of the Site. Actual or attempted unauthorized use of the Site may result in criminal and/or civil prosecution. CCM reserves the right to view, monitor, and record activity on the Site without notice or permission from you. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with investigation or prosecution of possible illegal activity on the Site. CCM will also comply with all court orders as well as all law enforcement and regulatory inquiries involving requests for such information.

Electronic Communications and Contracting. The Site may contain additional agreements and disclosures in electronic form. By assenting to these Terms of Use, you agree that a printed version of these Terms of Use and all other agreements entered into by you on the Site in electronic form shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Miscellaneous. In the event that any portion of these Terms of Use is held to be invalid or unenforceable, then such portion shall be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of these Terms of Use shall remain in full force and effect. The sections of these Terms of Use entitled Disclaimers and Limitation of Liability, Indemnification and Miscellaneous shall survive the termination of these Terms of Use. These Terms of Use shall be governed by and construed in accordance with the laws of the State of New York, USA, except with regard to its conflicts or choice of law rules. These Terms of Use contain the entire agreement between CCM and you concerning the Site and supersedes all existing agreements and all other oral, written or other communication between CCM and you concerning the Site. You shall comply with all laws, rules and regulations that are now or hereinafter promulgated by any government authority or agency that govern or apply to the operation and use of the Site. Without limiting the generality of the foregoing, you shall comply with such restrictions and not export or re-export any of the Content to countries or persons prohibited under the export control laws of the United States. You are prohibited from any use of the Site that would constitute an illegal offense, give rise to liability or otherwise violate any applicable local, state, national or international law or regulation. All rights not expressly granted herein are reserved by CCM.

Copyright Infringement Notification Procedures

If you believe that any Content violates yours or a third party's copyright, please notify CCM by providing the following information to the copyright agent identified below:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
A description of the copyrighted work that you claim has been infringed;
A description of where the material that you claim is infringing is located on the Site;
Your address, telephone number and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or duly authorized to act on the copyright owner's behalf.