Terms of Use

Piper Jaffray & Co. owns and operates this Site

 

Piper Jaffray & Co. owns, and operates this website (the “Site”) in coordination with other Piper Jaffray affiliated entities (together referred to herein as “Piper Jaffray”) to provide clients and prospective clients online access to information about Piper Jaffray and the products and services we offer. Please review the following terms and conditions carefully. By accessing and using this Site, you agree to each of the terms and conditions set forth herein (“Terms of Use”). If you do not agree to any term or condition, you should not access or otherwise use our site.

No Authorization to Reproduce

Without prior written consent of Piper Jaffray, no person may reproduce any portion of the content on this Site. “Content” refers to any materials, documents, images, graphics, logos, design, audio, video and any other information provided from or on our site.

TRADEMARKS

All of the trademarks and service marks used or displayed on this Site, including the “look and feel” of this Site (collectively, the “Marks”), are registered or unregistered trademarks of Piper Jaffray, its Affiliates or other third parties, all of whom reserve all rights in their Marks. Nothing on this Site may be construed as granting any license or right to use any of the Marks displayed on this Site without the prior express written permission of Piper Jaffray or the owner of the Mark. In particular, you may not use any Mark displayed on this Site without the prior written approval of Piper Jaffray or the owner of the Mark.

COPYRIGHTS

This Site, including the software and code that comprise and operate this Site and all of the content of this Site, including all of the text, images, photographs, illustrations, graphics, audio clips, and video clips and other materials posted on this Site, all pages and screens, and all related metadata (collectively, the “Content”) are protected under U.S. and international copyright and other intellectual property laws and treaties. All rights in the Site, including the Content of this Site, including all worldwide copyrights, are owned by Piper Jaffray, its Affiliates, their licensors, and other third parties, each of whom reserves all of its rights. The entire Content of this Site is copyrighted as a collective work under U.S. and international copyright laws and treaties, and Piper Jaffray owns and reserves all rights in the copyright in the selection, coordination, arrangement and enhancement of the Content of this Site.

You may download selected Content displayed on this Site for your own personal use or for your company’s internal business use, provided you (a) do not remove or modify any copyright, trademark, or other proprietary notices or any disclosures; (b) agree to any terms, conditions and notices accompanying the Content; and (c) comply with all copyright and other intellectual property laws. This limited, revocable, non-transferable privilege to use the Content in no way constitutes a transfer of any right, title or interest in the Content you download. You may not under any circumstances (a) modify the Content or use or exploit it for any commercial purpose (except for your company’s internal business use); (b) decompile, reverse engineer or disassemble the any part of this Site, including its Content; or (c) upload, post or use any Content on any other website or networked computer environment.

No part of this Site, including the Content, may be copied, reproduced, republished, uploaded, posted, transmitted, distributed, displayed or performed publicly, modified or used to create derivative works, or exploited or used in any manner or form except as expressly stated above (or as expressly specified on this Site) without first obtaining written permission from Piper Jaffray or the rights holder.

WAIVER

Our failure at any time to require performance of any provision of these Terms of Use or to exercise any right provided for herein shall not be deemed a waiver of such provision or such right. All waivers must be in writing. Unless the written waiver contains an express statement to the contrary, no waiver by Piper Jaffray or one of its Affiliates of any breach of any provision of these Terms of Use or of any right provided for herein shall be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms of Use.

Limitation of Liability

The information on this website is intended strictly for information purposes only, and is provided to you without charge. Under no circumstance should the content on this Site be construed as a solicitation, offering or advice to acquire, dispose of or engage in any financial dealing. The Content is provided “as is” without any representations or warranties, express or implied, of any kind, including but not limited to, warranties of merchantability, non-infringement or fitness for particular purpose, as well as any warranty of quality, functionality, accuracy, currency or completeness. Simmons & Company International accepts no liability for any direct or indirect, special, incidental, or consequential damages or decisions made or taken, or not taken, from the use or reliance on information provided on this Site.

SEVERABILITY

If any provision of these Terms of Use is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms of Use shall remain in full force and effect.

GOVERNING LAW, JURISDICTION AND VENUE

The Piper Jaffray headquarters are located in Minneapolis, Minnesota U.S.A. These Terms of Use shall be governed under the laws of the State of Minnesota without regard to its conflicts of law provisions. All actions or proceedings arising out of or relating to these Terms of Use shall be venued exclusively in state or federal court in Hennepin County, Minnesota. You and your company hereby irrevocably consent and submit to the personal jurisdiction of said courts for all such purposes.

ENTIRE AGREEMENT

These Terms of Use, as supplemented or amended by the disclosures and notices posted on this Site (including the Municipal Reinvestment area and any applicable bid specifications) and any click-through agreements, (a) contain the entire understanding and agreement between you and your company (if any) and Piper Jaffray and its Affiliates with respect to your and your company’s use of this Site, and (b) supersede all previous communications, negotiations and agreements, whether oral, written, or electronic, between you and Piper Jaffray and its Affiliates with respect to this Site and your and your company’s use of this Site.

LINKS TO OTHER PIPER JAFFRAY SITES

This Site may contain links to other websites operated by Piper Jaffray or its Affiliates (“Piper Jaffray Site(s)”). These other Piper Jaffray Sites are separate and distinct websites and each serves a different purpose. Each other Piper Jaffray Site is therefore governed by its own terms of use. You are responsible for reviewing the terms of use posted on each Piper Jaffray Site you visit.

DO NOT TRACK

Piper Jaffray does not respond to Do-Not-Track (DNT) signals.

Links to Other Websites and References to Other Companies

Piper Jaffray does not monitor or control the content of any websites linked to or from our website. We accept no responsibility for the content or privacy practices employed by those other sites. Content on the Piper Jaffray website may include technical inaccuracies or typographical errors, and we are not responsible for any reliance you may place on the content.

Modification

Piper Jaffray may change, amend, modify, add or remove its Terms of Use at any time. You may want to visit this webpage periodically to determine the current Terms to which you are bound.

PASSWORD PROTECTED AREAS OF THIS SITE

Certain areas of this Site may be password-protected. You are responsible for maintaining the confidentiality of your password. We have the right to assume that anyone accessing the password protected areas of this Site using a password assigned to you has the right to do so. You and your company will be solely responsible for the activities of anyone accessing this Site using a password assigned to you, even if the individual is not, in fact, authorized by you. You agree that you will immediately notify us of any known or suspected unauthorized use of your password or any other breach of security and will change your password if you believe your password may have been compromised or used without authorization. You and your company (if applicable) shall defend, indemnify and hold Piper Jaffray and its Affiliates from and against any and all losses, injuries, claims, liabilities, damages, fines, penalties, costs and expenses (collectively, “Claims”) arising out of any use or misuse of this Site, including its Content, through your password; provided that (a) we notify you and your company promptly in writing of any such Claims (provided that our failure to do so will not relieve you or your company of your or its obligations hereunder if the defense of the Claim is not prejudiced by the delay); (b) you and your company shall have the right to control any negotiations or defense; and (c) we provide such assistance as you or your company may reasonably request at your or your company’s sole cost and expense.

YOUR USE OF THE PIPER JAFFRAY MUNICIPAL REINVESTMENT AREA OF THIS SITE

Your use of the Piper Jaffray Municipal Reinvestment area of this Site (the “Municipal Reinvestment Site”) is subject to these Terms and Conditions and any disclosures, notices or instructions posted on the Municipal Reinvestment Site that apply to you or your company, including the applicable bid specifications and conditions.

If you are a provider of investment contracts, by participating in the bidding process by submitting conditions or a bid, you are agreeing on behalf of your company to the terms and conditions (including all applicable representations and warranties) set forth in the applicable bid specifications and any additional conditions posted on the Municipal Reinvestment Site.

By submitting bids on the Piper Jaffray Municipal Reinvestment Site, potential providers of investment contracts agree and warrant that the submission of a bid is a representation that the potential provider did not consult with any other potential provider about its bid, that the bid was determined without regard to any other formal or informal agreement that the potential provider has with the issuer of the bonds or any other person (whether or not in connection with the bond issue), and that the bid is not being submitted solely as a courtesy to the issuer of the bonds or any other person for purposes of satisfying the fair market value requirements of Section 1.148-5(d)(6)(iii)(B)(1) or (2) of the U.S. Treasury Regulations.

By using the Site, users who have access to bidding information during the conduct of bidding agree at all times not to share information with potential providers concerning bids submitted during the bidding process. The sharing of such information prior to the dissemination of such information by the bidding agent may subject those persons to criminal anti-trust law and criminal penalties associated therein. Piper Jaffray expressly disclaims any liability associated with the unauthorized sharing of information or its misuse regarding bids in process.

QUESTIONS REGARDING THESE TERMS OF USE

If you have questions regarding these Terms of Use, please contact us.

Our Corporate Structure

Piper Jaffray Companies (NYSE: PJC) is a leading investment bank and asset management firm. Securities brokerage and investment banking services are offered in the U.S. through Piper Jaffray & Co., member SIPC and FINRA; in Europe through Piper Jaffray Ltd. and Simmons & Company International Limited, authorized and regulated by the U.K. Financial Conduct Authority; and in Hong Kong through Piper Jaffray Hong Kong Limited, authorized and regulated by the Securities and Futures Commission. Asset management products and services are offered through five separate investment advisory affiliates―U.S. Securities and Exchange Commission (SEC) registered Advisory Research, Inc.; Piper Jaffray Investment Management LLC, PJC Capital Partners LLC and Piper Jaffray & Co.; and Guernsey-based Parallel General Partners Limited, authorized and regulated by the Guernsey Financial Services Commission.

For more information on a FINRA-registered broker/dealer, please visit brokercheck.finra.org.

PRIVACY PLEDGE

Our Privacy Pledge describes our privacy commitment to you. It describes the personal information we collect and how we use, share and safeguard that information. Our Privacy Pledge is incorporated into and is an integral part of these Terms of Use. By agreeing to these Terms of Use, you are also consenting to our collection, use and disclosure of your personal information in accordance with our Privacy Pledge.

CUSTOMER NOTICE PURSUANT TO THE USA PATRIOT ACT

In an effort to aid the government in its fight against funding of terrorism and money laundering activities, federal law requires financial institutions to obtain, verify and record information that identifies each person who opens an account. Specifically, Piper Jaffray is required to collect the following information:

We may be required to disclose this information pursuant to applicable laws, rules or regulations, but it will otherwise be retained in confidence and disclosed only as set forth in our Privacy Pledge.

INTERNATIONAL DISCLOSURES

The information provided on this Site or in any communication containing a link to this Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation. Neither the information, nor any opinion contained in this site constitutes a solicitation or offer by any Piper Jaffray affiliate to buy or sell any securities, futures, options or other financial instruments or provide any investment advice or service.

Asia

Merger and acquisition (M&A) advisory services are offered in Hong Kong by Piper Jaffray Hong Kong Limited, which is registered with the Securities and Futures Commission to conduct Type 6 regulated activities.

Piper Jaffray Hong Kong Limited
Level 16, Nexxus Building
41 Connaught Road
Central Hong Kong
SFC registered BFG356

Europe

Products and services offered in the United Kingdom and other authorised European jurisdictions by the Piper Jaffray affiliates listed below.

Piper Jaffray Limited
88 Wood Street, 13th Floor
London EC2V 7RS
United Kingdom
Registered in England, no. 3846990
register no.191657

Simmons & Company International Limited
Simmons House
22 Waverly Place
Aberdeen AB10 1XP Scotland
United Kingdom
Registered in the U.K. no. SC190220
FSA register no. 190057

Complaint Procedures

Piper Jaffray is committed to providing the highest quality of service to all its clients but we recognize that there will be circumstances that present an opportunity for improvement. If we meet your expectations or fulfill our promises, you may wish to make a complaint. Our complaints procedure is set out below.

All complaints should contain sufficient detail such as dates, names, circumstances amounts, etc., required to allow the complaint to be fully investigated. All complaints should be made in writing to the Simmons & Company International Limited chief financial officer, Mr. Colin Donald at: Simmons House, 22 Waverley Place, Aberdeen, AB10 1XP, United Kingdom.

The chief financial officer will review the complaint and decide on appropriate procedures to investigate and deal with the complaint. Any such investigation will be competently, diligently and impartially carried out. A conclusion will be reached on whether the complaint should be upheld and if so what remedial action or redress (or both) may be appropriate.

If early resolution of the complaint is not possible the chief financial officer will send within five business days a written acknowledgement of the complaint, giving the name or job title of the individual handling the complaint (together with details of the Piper Jaffray internal complaint handling procedures.)

Within eight weeks of receiving a complaint, the chief financial officer will either send a final response or explain why the firm is not yet in a position to resolve the complaint, indicating when the firm expects to be able to provide a final response.

When the chief financial officer receives notification of a complaint he will undertake a review to consider whether, under the FSA dispute resolution complaints rules (DISP 2.7), the complainant is eligible to be covered by the Financial Ombudsman Service (www.financial-ombudsman.org.uk). If the complainant is eligible, he will be informed in the initial response.

Pillar 3 Disclosures

Piper Jaffray Ltd and Simmons & Company International Limited are UK-based investment firm affiliates of Piper Jaffray Companies, subject to regulation by the UK Financial Conduct Authority (FCA). Pillar 3 disclosures are posted in compliance with FCA regulations. For more financial information about Piper Jaffray Companies and its Affiliates, please see our full Pillar 3 disclosures: SCIL Pillar 3 Disclosure (PDF).