Last Modified: January 23rd, 2023

Acceptance of the Terms of Use

Welcome to the website of VSA Partners, LLC (“VSA,” “we,” or “us”). These terms of use are entered into by and between you and VSA. The following terms and conditions govern your access to and use of www.vsapartners.com, including any content, functionality, and services offered on or through www.vsapartners.com (the “Website”).

Please read the Terms of Use carefully before you start to use the Website. By using the Website, you accept and agree to be bound and abide by these Website Terms of Use (“Terms of Use”) and our Website Privacy Policy, incorporated herein by reference. If you do not want to agree to these Website Terms of Use or the Website Privacy Policy, you must not access or use the Website.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them. Your continued use of the Website after the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Intellectual Property Rights

The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by VSA, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Website for your personal, non-commercial use only or for legitimate business purposes relating to your role as a potential or current supplier or customer of VSA. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, 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 are automatically cached by your web browser for display enhancement purposes.
• You may print one copy of a reasonable number of pages of the Website for your own personal, noncommercial use and not for further reproduction, publication, or distribution as long as you do not remove any trademark, copyright or other notice from the content.
• If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

• Modify copies of any materials from this site.
• Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
• Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
• Access or use for any commercial purposes any part of the Website or any services or materials available through the Website.
• If you wish to make any use of material on the Website other than that set out in this section, please address your request to: legal@vsapartners.com.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms of Use, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by us. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.

Trademarks

VSA, VSA Partners, VSA Partners, LLC, the VSA logo, Promise to Performance®, Moments of Impact®, and all related names, logos, product and service names, designs, and slogans are trademarks of VSA or its affiliates. You must not use such marks without the prior written permission of VSA. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

Prohibited Uses

You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website:

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
• To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
• To impersonate or attempt to impersonate VSA, a VSA employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
• To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm VSA or users of the Website, or expose them to liability.

Additionally, you agree not to:

• Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real-time activities through the Website.
• Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
• Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of the Website.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
• Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of the Website.

Information About You and Your Visits to the Website

All information we collect on this Website is subject to our Website Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Website Privacy Policy.

Linking to the Website and Social Media Features

You may link to our Website, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

This Website may provide certain social media features that enable you to:

• Link from your own or certain third-party websites to certain content on this Website.
• Send emails or other communications with certain content, or links to certain content, on this Website.
• Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with. Subject to the foregoing, you must not:

• Establish a link from any website that is not owned by you.
• Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
• Link to any part of the Website other than the homepage.
• Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Use.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the content standards set out in these Terms of Use.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

Links From the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. To the fullest extent provided by law, we will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the Website or any services or items obtained through the Website or to your downloading of any material posted on it, or on any website linked to it.

Your use of the Website, its content, and any services or items obtained through the Website is at your own risk. The Website, its content, and any services or items obtained through the Website are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied. Neither VSA nor any person associated with VSA makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the Website. Without limiting the foregoing, neither VSA nor anyone associated with VSA represents or warrants that the Website, its content, or any services or items obtained through the Website will be accurate, reliable, error-free, or uninterrupted, that defects will be corrected, that our Website or the server that makes it available are free of viruses or other harmful components, or that the Website or any services or items obtained through the Website will otherwise meet your needs or expectations.

To the fullest extent provided by law, VSA hereby disclaims all warranties of any kind, whether express or implied, statutory, or otherwise, including but not limited to any warranties of merchantability, non-infringement, and fitness for particular purpose. The foregoing does not affect any warranties that cannot be excluded or limited under applicable law.

Limitation on Liability

To the fullest extent provided by law, in no event will VSA, its affiliates, or their licensors, service providers, employees, agents, officers, or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the Website, any websites linked to it, any content on the Website or such other websites, including any direct, indirect, special, incidental, consequential, or punitive damages, including but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable. The foregoing does not affect any liability that cannot be excluded or limited under applicable law.

Indemnification

You agree to defend, indemnify, and hold harmless VSA, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns 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 of Use or your use of the Website, including, but not limited to, any use of the Website’s content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Website.

Unsolicited Communications

You acknowledge and agree that if you send any unsolicited materials or ideas to VSA using contact information provided on the Website, you will be provided no additional consideration of any sort and you are granting VSA a gratis, perpetual, worldwide, irrevocable, non-exclusive, royalty-free license to use, download, reproduce, modify, distribute, publish, transfer, license, display, adapt, and otherwise exploit any and all such materials and ideas in all media now known or hereafter devised. You also agree that you are waiving any claim of any nature against VSA in connection with such materials and ideas, including without limit for any alleged or actual infringement of any proprietary, privacy, publicity, attribution, and other moral rights in connection with such unsolicited communication.

Governing Law and Jurisdiction

All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including noncontractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Illinois, United States, without giving effect to any choice or conflict of law provision or rule (whether of the State of Illinois or any other jurisdiction).

Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Illinois, in each case located in the City of Chicago and County of Cook. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

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 Website must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action or claim is permanently barred.

Waiver and Severability

No waiver by VSA of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of VSA to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

The Terms of Use and our Website Privacy Policy constitute the sole and entire agreement between you and VSA regarding the Website and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Website.

Your Comments and Concerns

This Website is operated by VSA Partners, LLC, 600 W. Chicago Avenue, Suite 250, Chicago, IL 60654. If you have any questions regarding the use of this Website or its material, please contact us via the “Contact” page. Any such communication will be considered nonconfidential by VSA.

Last modified: January 23rd, 2023

VSA Partners, LLC (“VSA” “we,” or “us”) respects your privacy and we are committed to protecting it through our compliance with this policy.

This policy describes the types of information we may collect from you or that you may provide when you visit the website www.vsapartners.com (our “Website“) and our practices for collecting, using, maintaining, protecting, and disclosing that information.

This policy applies to information we collect:

• on this Website
• in email, text, and other electronic messages between you and this Website.

This policy does not apply to information collected:

• by us offline or through any other means (including on any other website operated by us or by any third party); or
• by any third party, including through any application or content (including advertising) that may link to or be accessible from or on the Website.

Please read this policy carefully to understand our policies and practices regarding your information and how we will treat it. If you do not agree with our policies and practices, your choice is not to use our Website. By accessing or using this Website, you agree to this privacy policy. This policy may change from time to time (see Changes to Our Privacy Policy). Your continued use of this Website after we make changes is deemed to be acceptance of those changes, so please check the policy periodically for updates.

Information We Collect About You and How We Collect It

We may collect and store several types of information from and about users of our Website, including information:

• By which you may be personally identified, such as name, postal address, email address, telephone number, or any other identifier by which you may be contacted online or offline (“personal information“). Personal information is collected and stored when you voluntarily and affirmatively submit such information to us, such as by filling in forms on our Website or contacting us through the Website.
• That is about you but individually does not identify you; and/or
• About your internet connection, the equipment you may use to access our Website, and usage details.

We collect this information:

• Directly from you when you provide it to us.
• Automatically as you navigate through the site. Information collected automatically may include usage details, partial IP addresses, and information collected through cookies, web beacons, and other tracking technologies.

Information You Provide to Us

You may visit this Website anonymously as often as you like without providing any personal information (such as your name, address or email address). We do not collect personal information from you except when you specifically provide it. When you do provide us any personal information on or through our Website, the information that we collect may include:

• Information that you provide by filling in forms.
• Records and copies of your correspondence (including email addresses), if you contact us.
• Your responses to Website surveys that we might ask you to complete for research purposes.

Information We Collect Through Automatic Data Collection Technologies

As you navigate through and interact with our Website, we may use automatic data analytics technologies (such as Google Analytics) to collect certain information, such as:

• Details of your visits to our Website, including traffic data, general location information, and other communication data and the resources that you access and use on the Website.
• Information about your computer and internet connection, including your partial IP address, operating system, and browser type.

The information we collect automatically is only statistical data and does not include personal information. It helps us to improve our Website and to deliver a better service, including by enabling us to estimate our audience size and usage patterns and recognize you when you return to our Website.

The technologies we use for this automatic data collection may include:

• Cookies (or browser cookies). A cookie is a small file placed on the hard drive of your computer. You may refuse to accept browser cookies by activating the appropriate setting on your browser. However, if you select this setting, you may be unable to access certain parts of our Website. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies when you direct your browser to our Website.
• Web beacons. Pages of our Website may contain small electronic files known as web beacons (also referred to as clear gifs, pixel tags, and single-pixel gifs) that permit us, for example, to count users who have visited those pages and for other related website statistics (for example, recording the popularity of certain website content and verifying system and server integrity).

Third-Party Use of Cookies and Other Tracking Technologies

Some content or applications on the Website may be served by third parties. These third parties may use cookies alone or in conjunction with web beacons or other tracking technologies to collect information about you when you use our Website. The information they collect may be associated with your personal information, or they may collect information, including personal information, about your online activities over time and across different websites and other online services. They may use this information to provide you with interest-based (behavioral) advertising or other targeted content.

We do not control these third parties’ tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly.

How We Use Your Information

We use information that we collect about you or that you provide to us, including any personal information, as described in this privacy policy:

• To present our Website and its contents to you.
• To provide you with information that you request from us.
• To fulfill any other purpose for which you provide it.
• In any other way we may describe when you provide the information.
• For any other purpose with your consent.

Disclosure of Your Information

We may disclose aggregated information about our users, and information that does not identify any individual, without restriction. We may disclose personal information that you provide as described in this privacy policy:

• To our subsidiaries and affiliates.
• To fulfill the purpose for which you provide it.
• For any other purpose disclosed by us when you provide the information.
• With your consent.
• To comply with any court order, law, or legal process, including to respond to any government or regulatory request.
• To a buyer or other successor in the event of a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of our assets.
• If we believe disclosure is necessary or appropriate to protect the rights, property, or safety of VSA Partners, LLC, our customers, or others.

Choices About How We Use and Disclose Your Information

We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:

• Tracking technologies. You can set your browser to refuse all or some browser cookies, or to alert you when cookies are being sent.

We do not control these third parties’ tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly.

Children Under the Age of 16

Our Website is not intended for children under 16 years of age. No one under age 16 may provide any information to or on the Website. We do not knowingly collect personal information from children under 16. If you are under 16, do not use or provide any information on this Website or on or through any of its features. If we learn we have collected or received personal information from a child under 16 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 16, please contact us at: legal@vsapartners.com

California Privacy Rights

If you are a resident of the State of California in the U.S., please see our California Privacy Notice below for additional California-specific privacy information.

Data Security

We use reasonable measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure. Unfortunately, the transmission of information via the internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.

Changes to Our Privacy Policy

It is our policy to post any changes we make to our privacy policy on this page. The date the privacy policy was last revised is identified at the top of the page. You are responsible for periodically visiting our Website and this privacy policy to check for any changes.

Contact Information

To ask questions or comment about this Website Privacy Policy and our privacy practices, contact us at legal@vsapartners.com.

California Privacy Notice

This California Privacy Notice for residents of the State of California (United States of America) (the “CA Privacy Notice”) supplements the information contained above in our Website privacy policy and applies solely to all Website visitors, users, and others who reside in the State of California ("consumers" or "you").

This CA Privacy Notice describes how we collect, use, disclose and otherwise process personal information of individual residents of the State of California, within the scope of the California Consumer Privacy Act of 2018, as subsequently amended (the “CCPA”).

Information We Collect

We collect information that identifies, relates to, describes, references, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer, household, or device ("personal information"). To learn more about the types of personal information we collect, the sources from which we collect or receive personal information, and the purpose for which we use this information, please review the following sections of our Website privacy policy: “Information We Collect About You and How We Collect It”, “Information You Provide to Us”, “Information We Collect Through Automatic Data Collection Technologies”, “Third-Party Use of Cookies or Other Tracking Technologies” and “How We Use Your Information”.

In the last 12 months, we may have collected the following categories of personal information from California residents:

• Identifiers, such as your name, postal address, email address, telephone number, or any other identifier by which you may have contacted online or offline;
• Internet or Network Activity, such as your internet connection, the equipment you may use to access our website, usage details and analytics data,
• Geolocation Data, such as your general location;
• Additional personal information you provide to us, such as information you submit when you fill out a form, records and copies of your correspondence (including email addresses) if you contact us, and/or your responses to Website surveys that we might ask you to complete for research purposes; and
• Other information automatically as you navigate through the site. Information collected automatically may include partial IP addresses.

We obtain the categories of personal information listed above from several sources such as: directly from you or from your browser. For more information about who we share your information with, please review the “Disclosure of Your Information” section of our privacy policy. For purposes of clarity, we do not sell your personal information.

Your Rights Under the CCPA

The CCPA provides California residents with specific rights regarding their personal information. This section describes your CCPA rights and explains how to exercise those rights.

Right to Know and Access

You have the right to request that we disclose certain information to you about our collection and use of your personal information over the past 12 months (the "Right to Know"). Once we receive your request and confirm your identity, we will disclose to you:

• The categories of personal information we collected about you;
• The categories of sources for the personal information we collected about you;
• Our business or commercial purpose for collecting that personal information; and
• The categories of third parties with whom we share that personal information and the categories of recipients to whom this information was disclosed.

Right to Request Correction

You have the right to request that we correct any inaccuracies (the “Right to Correct”).

Right to Delete

You have the right to request that we delete any of your personal information that we collected from you and retained, subject to certain exceptions (the "Right to Delete"). We may deny your deletion request if retaining the information is necessary for us or our service provider(s) to:

• Complete the transaction for which we collected the personal information, provide a service that you requested, or otherwise perform our contract with you;
• Comply with a legal obligation or any applicable law; or
• Make other internal and lawful uses of that information that are compatible with the context in which you provided it.

Right to Non-Discrimination

You have the right not to receive discriminatory treatment for exercising your rights under the CCPA.

Right to “Shine The Light”

California residents who have an established business relationship with us have the right to know how their information is disclosed to third parties for their direct marketing purposes under California’s “Shine The Light” law (Civil Code Section § 1798.83) (the “Right to Shine The Light”).

How to Exercise Your Rights Under the CCPA

To exercise your Rights to Know, to Correct, to Delete or to“Shine The Light” described above, please submit a request by either:

• Emailing us at legal@vsapartners.com and include “California Request to Know, Correct, Delete or Shine The Light” in the subject line; or
• By mail to ATTN: Legal, VSA Partners, LLC, 600 West Chicago Avenue, Suite 250, Chicago, IL, 60654.

Only you, or someone legally authorized to act on your behalf, may make a request to know, correct or delete related to your personal information.

Before we process your request, we will need to verify your identity and confirm you are a resident of the State of California. In order to verify your identity, we will require you to provide sufficient information that allows us to reasonably verify you are the person about whom we collected personal information. In addition, we will require you to describe your request with sufficient detail that allows us to properly understand, evaluate, and respond to it.

We cannot respond to your request or provide you with personal information if we cannot verify your identity or authority to make the request and confirm the personal information relates to you.

During verification, we will only request the minimum personal information necessary to correctly identify you for the purpose of fulfilling your request.

We may decline a request to exercise your rights set forth above if we are unable to verify your identity or locate your information in our systems. If we are unable to comply with all or a portion of your request, we will explain the reasons for declining to comply with your request.

Retention Period

We store personal information we collect about you for no longer than necessary for the purposes set out in our privacy policy, and in accordance with our legal obligations. In order to meet our legal requirements, to establish, exercise and defend our legal rights, and for archiving purposes, we need to retain your personal information for significant periods of time.

Authorized Agents

If you use an authorized agent (as defined by the CCPA) to submit requests to know or to delete on your behalf regarding your personal information, we require the following for verification purposes:

• A power of attorney valid under the laws of California from you or your authorized agent; or
• The following additional information: (a) proof that you gave the agent signed permission to submit the request, (b) information to verify your identity, and (c) confirmation that you have given permission to the agent to submit the request on your behalf.