1 Summary of Service
InvestorConnected provides a global platform on which entrepreneurs are able to pitch their businesses or projects to potential investors. Investors will
be able to discover business opportunities that they may wish to invest in. InvestorConnected makes services available through its website to help you,
either as an entrepreneur or investor, find investment or funding opportunities, exchange ideas, learn and create successful business relationships.
2 Acceptance of terms
2.1
By registering on InvestorConnected or by using its website, or other information provided as part of the InvestorConnected services (collectively
InvestorConnected or the
Service), you agree to enter into a legally binding agreement with Investor Connected Limited
(Company Number 06675167) (
we,
us,
our, and
InvestorConnected) based on the terms of
this InvestorConnected Member Agreement and the InvestorConnected
Privacy Policy , which is hereby
incorporated by reference (collectively referred to as the
Agreement) and become an InvestorConnected member (
Member).
2.2
You should carefully read our Privacy Policy before using InvestorConnected. InvestorConnected's Privacy Policy is hereby
incorporated into this Agreement by reference and governs our treatment of any information, including personally identifiable information you provide to
us.
2.3
If you are using InvestorConnected on behalf of a company or other legal entity, you are nevertheless individually bound by this Agreement.
2.4
By clicking 'Sign Up' (or similar), you acknowledge that you have read and understood the terms and conditions of this Agreement and that you agree to
be bound by all of its terms.
2.5
By clicking 'Sign Up' (or similar) you also consent to use electronic signatures and acknowledge your click of the 'Sign Up' button as one.
3 Licence and warranty for your information
3.1
The information you provide InvestorConnected under this Agreement is owned by you, and you may request its deletion at any time, unless you have
shared information or content with others and they have not deleted it, or it was copied or stored by others.
3.2
You grant InvestorConnected a nonexclusive, irrevocable, worldwide, perpetual, unlimited, assignable, sublicenceable, fully paid up and royalty-free
right to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyse, use and commercialise, in any way now
known or in the future discovered, any information you provide, directly or indirectly to InvestorConnected including, but not limited to, any Member
generated content, ideas, concepts, techniques and/or data you submit to InvestorConnected, without any further consent, notice and/or compensation to you
or to any third party.
3.3
The information you provide to us is provided at your own risk of loss. Upon providing information to us, you represent and warrant that you are
entitled to submit the information and that the information is accurate and not in violation of any contractual restrictions or other third party rights.
4 Eligibility
4.1
The eligibility criteria for using the Service are as follows. By entering this Agreement and using the Service you represent and warrant that you:
(a)
are 16 years old or older;
(b)
are not currently restricted from the Service or not otherwise prohibited from having an InvestorConnected account;
(c)
are not a competitor of InvestorConnected and are not using the Service for reasons that are in competition with InvestorConnected;
(d)
will only provide accurate information to InvestorConnected;
(e)
have full authority and power to enter into this Agreement and doing so will not violate any other agreement to which you are a party;
(f)
will not violate any rights of InvestorConnected or third party, including intellectual property rights; and
(g)
agree to make, at your cost, all arrangements necessary to access and use the Service.
5 Membership
5.1
The account you create on InvestorConnected will become part of InvestorConnected and except for the information that you licence to us is owned by
InvestorConnected. However, between you and others, your account belongs to you.
6 Payment
6.1
If you purchase any services that we offer for a fee, you agree to pay the applicable fees and taxes associated with your use of those services as they
become due and to reimburse us for all collection costs and interest for any overdue amounts.
6.2
You also agree to InvestorConnected storing your payment information.
6.3
InvestorConnected may terminate your membership if you fail to pay any applicable fees or taxes.
6.4
Any fees paid to InvestorConnected are non-refundable.
7 Notifications
7.1
InvestorConnected may place one or more notices on its site to alert you to certain changes such as alterations to this Agreement.
7.2
Alternatively, InvestorConnected may communicate with you about your account and the Service and may notify you of certain changes by other means
including via any contact information provided by you.
7.3
It is your responsibility to maintain accurate contact and other information on your account. InvestorConnected shall not be liable for any loss or
damage which arises from or is connected with your failure to maintain your contact information accurate and up to date.
7.4
ou may contact us by emailing us at info@investorconnected.com.
8 Grant of licence to you
8.1
The Service makes accessible various content including, but not limited to, photographs, images, videos, artwork, graphics, audio clips, comments,
data, text, scripts, presentations, software, projects and other material and information, and associated trademarks and copyrightable works (collectively,
the Content).
8.2
On the condition that you comply with all your obligations under this Agreement, we grant you a limited, revocable, nonexclusive, non-assignable,
non-sublicenceable licence and right to access the Service and the Content, through a generally available web browser, mobile device or InvestorConnected
authorised application, and to view information on the site and use the Service in accordance with this Agreement.
8.3
Any other use of InvestorConnected contrary to our mission (as determined at InvestorConnected's sole discretion) and this Agreement is strictly
prohibited and a violation of this Agreement.
9 Availability of the Service
491
InvestorConnected may at its sole discretion, modify, replace, refuse access to, suspend or discontinue InvestorConnected, partially or entirely, or
change and modify fees and charges prospectively for all or part of the Service for you or for all its Members. Any such changes shall be effective upon
their posting on InvestorConnected or by direct communication to you unless otherwise stated.
9.2
InvestorConnected reserves the right to remove, discard or withhold any content available or associated with your account, with or without notice if,
at its sole discretion, it considers it to be contrary to this Agreement.
10 Intellectual Property
10.1
The information you provide InvestorConnected under this Agreement is owned by you, and you may request its deletion at any time, unless you have
shared information or content with others and they have not deleted it, or it has been copied and stored by others.
10.1
The grant of the foregoing licence to InvestorConnected does not affect your other ownership or licence rights in your information, including the
right to grant additional licences to your information.
10.3 The information you provide is your sole responsibility and is provided to InvestorConnected at your own risk of loss.
10.4
You grant InvestorConnected a worldwide, non-exclusive, perpetual, unlimited, irrevocable, royalty-free, sublicencable, assignable transferable right
to (and to allow others acting on InvestorConnected's behalf to):
(a)
use, edit, modify, copy, delete, reformat, excerpt, translate, prepare derivative works of, reproduce, host, display, stream, transmit, playback,
transcode, feature, market, distribute, and otherwise use in any way known or in the future discovered, any information you provide, directly or indirectly
to InvestorConnected (Member Information) including, but not limited to, any of your content, ideas, concepts, techniques and/or data,
trademarks, service marks, slogans, logos, and similar proprietary rights (collectively, the Trademarks), without any further consent,
notice and/or compensation to you or to any third parties, in connection with:
(ii)
promoting, marketing, redistributing, selling part or all of the site (and derivative works thereof) or the Service in any media format or through any
media channel (including, without limitation, third-party websites)
(b)
take whatever other action is required to perform and market the Service;
(c)
allow its Members to stream, transmit, playback, download, display, feature, distribute, collect, and otherwise use the Member Information and
Trademarks in connection with the Service; and
(d)
use and publish, and permit others to use and publish the Member Information, Trademarks in connection with the provision or marketing of the Service.
10.5
Upon providing information to us, you represent and warrant that you are entitled to submit the information and that the information is accurate, and
not in violation of any contractual restrictions or other third party rights.
10.6
You grant to each Member a non-exclusive licence to access your Member Information through the Service, and to use, edit, modify, reproduce,
distribute, prepare derivative works of, display and perform such Member Information solely for personal, non-commercial use.
10.7
You agree that any use of the Member Information by InvestorConnected and its Members as contemplated by this Agreement will not infringe or violate
the rights of any third party, including without limitation any privacy rights, publicity rights, copyrights, contractual rights, or any other intellectual
property or proprietary rights.
11 Copyright infringement
11.1
InvestorConnected may remove or disable access to specified content which appears on its site upon receipt of a truthful and verified notice asserting
that the content infringes intellectual property rights, is inaccurate or unlawful.
11.2
InvestorConnected may take any steps which it determines, at its sole discretion, to be reasonable to notify the Member who posted the content which
is the subject of such notice of an alleged violation of rights or other content violation including, but not limited to, making a good faith attempt to
forward the written notification, including the complainant's contact information, to the Member.
11.3
A Member may refute a claim by submitting a counter-notice to InvestorConnected. InvestorConnected may provide such counter-notice to the complainant
with the Member's contact information.
11.4
Whether access to content which allegedly infringes intellectual property rights, is inaccurate or unlawful is removed or disabled remains at
InvestorConnected's sole discretion.
12 Disclosure of Member Information
12.1
You acknowledge, consent and agree that we may access, preserve, and disclose your registration and any other information you provide if required to
do so by law or where we determine in our sole discretion that such access preservation or disclosure is reasonably necessary to:
(a)
comply with any law, regulation, legal process or legal order, including but not limited to court orders, of any jurisdiction;
(b)
enforce this Agreement;
(c)
respond to claims of a violation of the rights of any other Member or other third parties;
(d)
respond to customer service inquiries; or
(e)
protect the rights, property, or personal safety of InvestorConnected, our Members or the public.
13 Disclaimer
13.1
You acknowledge and agree that:
(a)
InvestorConnected has no special relationship with or fiduciary duty to you.
(b)
InvestorConnected cannot verify or guarantee the identity of any other Members with whom you may interact while using the Service.
(c)
The Service is provided "as is" and "as available" and is without warranty of any kind, express or implied.
(d)
InvestorConnected does not warrant that:
(i)
the Service will be secure or available at any particular time or location;
(ii)
any defects or errors will be corrected;
(iii)
any content or software available at or through the Service is free of viruses or other harmful components; or
(iv)
the results of using the Service will meet your requirements. Your use of the Service is solely at your own risk.
(e)
InvestorConnected has no duty to take any action regarding any of the following:
(i)
which Members gain access to the site;
(ii)
what Content Members access through the site;
(iii)
what effects the Content may have on Members;
(iv)
how Members may interpret or use the Content; or
(v)
what actions Members may take as a result of having been exposed to the Content.
(f)
InvestorConnected cannot and does not guarantee the authenticity of any data or information that Members provide to it and which appears on its site.
(g)
InvestorConnected has no liability for your having acquired or not acquired Content through the site. The site may contain, or direct you to websites
containing, information that some people may find offensive or inappropriate. InvestorConnected makes no representations concerning any Content on the
site, and is not liable for the accuracy, copyright compliance, legality, or decency of material contained on the site.
(h)
InvestorConnected does not guarantee that any Content will be made available through its site. InvestorConnected has no obligation to monitor the
service or Content.
(i)
InvestorConnected reserves the right to, at any time, for any reason, and without notice:
(i)
remove or block any Member; and
(ii)
block, reject, cancel, interrupt, remove, edit, modify or suspend any information, including Member Information which has been made available on the
Service.
14 No reliance on information
The content on the InvestorConnected site is provided for information purposes only. All content including, but not limited to, commentary and other
materials posted on the InvestorConnected site is not intended to amount to advice on which you should rely. We are not liable or responsible for any
reliance placed on such materials by you or anyone who you may inform of any of its contents. You must obtain professional or specialist advice before
taking, or refraining from, any action on the basis of the content on the InvestorConnected site.
15 Ratings and feedback
15.1
By entering into this Agreement and using the Service, you acknowledge and agree that:
(a)
Any ratings provided by Members through the Service are the views of the Members only and not those of InvestorConnected. InvestorConnected does not
take responsibility for any ratings provided by Members through the Service;
(b)
Any ratings that InvestorConnected provides are for information purposes only and do not, and are not intended to, constitute investment advice or any
advice or recommendation to make or to refrain from making an investment; and
(c)
InvestorConnected is not liable for any loss or damage caused to you arising out of, or in connection with, any rating provided by a Member or by
InvestorConnected on the site or through or in connection with the Service.
16 Offers, acceptances and counteroffers
16.1
The offers, acceptance and counteroffer functionality of the Service is intended only to provide a means of communication for Members and is not
intended to create legal relations between you and any other Member or third party.
16.2
If you communicate an offer, acceptance or counteroffer or other similar communication through the Service, you acknowledge and agree that you are not
thereby intending to create or to enter into legal relations or any legally binding agreement with any natural or legal person including, but not limited
to, any other Member to whom such communication is made or directed or by whom such communication is received.
16.3
InvestorConnected is not liable for any loss or damage caused to you or to any other Member or third party arising out of or in connection with your
use of, or InvestorConnected's provision of, the offer, acceptance and counteroffer functionality of the Service including, but not limited to, the
communication by you of an any offer, acceptance or counteroffer or other similar communication.
17 Financial profile
17.1
Any data provided by you to InvestorConnected for the financial profile part of the Service (Financial Profile Data) is owned by you
and you may request its deletion at any time, unless you have shared the data with others and they have not deleted it, or it was copied or stored by
others.
17.2
You acknowledge and agree that:
(a)
InvestorConnected may apply one or more calculations to your Financial Profile Data;
(b)
Any calculation applied by InvestorConnected to your Financial Profile Data is owned by InvestorConnected and is its intellectual property unless it is
a recognised industry calculation; and
(c)
Unless calculated in accordance with a recognised industry calculation, the outcome of any calculation(s) applied by InvestorConnected to your
Financial Profile Data is owned by InvestorConnected and is its intellectual property.
17.3
For the avoidance of doubt, you agree acknowledge and agree that InvestorConnected shall determine at its sole discretion whether a calculation is a
recognised industry calculation.
17.4
InvestorConnected is not liable for any loss or damage caused to you or any other Member or third party arising out of or in connection with your use
of, or InvestorConnected's provision of, the financial profile part of the Service including, but not limited to, loss or damage arising out of or in
connection with any outcomes of calculations applied by InvestorConnected to your Financial Profile Data.
18 Indemnification
18.1
You shall defend, indemnify, and hold harmless InvestorConnected, its affiliates, and each of its and its affiliates' employees, contractors,
directors, suppliers, and representatives from all liabilities, claims, and expenses, including reasonable legal fees and other legal costs, that arise
from or relate to:
(a)
your use or misuse of, or access to, the Service and its content, or otherwise from your submissions to InvestorConnected;
(b)
your violation of the Agreement; or
(c)
infringement by you, or by any third party using your account, of any intellectual property or other right of any natural or legal person.
18.2
InvestorConnected reserves the right to defend and control exclusively any matter otherwise subject to indemnification by you and you agree to assist
and cooperate with us.
19 Limitation of liability
19.1
Nothing in this Agreement excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent
misrepresentation, or any other liability that cannot be excluded or limited by English law.
19.2
To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to our site, Service or any
content on it, whether express or implied.
19.3
InvestorConnected, its directors, employees, agents, partners, suppliers, or content providers will not be liable to any Member for any loss or
damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under, in connection with or
from:
(a)
use of, or inability to use, the Service;
(b)
use of or reliance on any content displayed through the Service;
(c)
loss of profits, income, sales, business, contracts or revenue;
(d)
business interruption;
(e)
loss of anticipated savings;
(f)
loss of business opportunity, goodwill or reputation;
(h)
any loss or damage caused by bugs, viruses, trojan horses, distributed denial-of service attack, other technologically harmful material or the like
(regardless of the source of origination) that may infect your computer equipment, computer programs, data or other proprietary material due to your use of
the Service including, but not limited to, your downloading of any content on it, or on any website linked to it; or
(i)
any indirect or consequential loss or damage.
19.4
InvestorConnected assumes no responsibility for the content of websites linked on its site. Such links should not be interpreted as endorsement by us
of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.
20 Viruses, hacking and other offences
20.1
InvestorConnected does not guarantee that our site will be secure or free from bugs or viruses.
20.2
You are responsible for configuring your information technology, computer programmes and platform in order to access our site. You should use your own
virus protection software.
20.3
You must not misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically
harmful. You must not attempt to gain unauthorised access to our site, the server on which our site is stored or any server, computer or database connected
to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would
commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will
co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.
21 Termination
21.1
InvestorConnected may terminate your access to the Service, without cause or notice, which may result in the forfeiture and destruction of all
information associated with your account.
21.2
If you wish to terminate your account, you may do so by following the instructions on the site. Termination of your InvestorConnected account includes
disabling your access to the Service and may also bar you from any future use of the Service.
21.3
Any fees paid to InvestorConnected are non-refundable.
21.4
Upon termination of your InvestorConnected account, you lose access to the Service.
21.5
Any terms of the Agreement that by their nature should survive termination shall survive termination, including, without limitation, licence and
ownership provisions, disclaimers, indemnities, and limitations of liability.
22 Governing law and jurisdiction
22.1
If you are a consumer, this Agreement, its subject matter and its formation, are governed by English law. You and InvestorConnected both agree to that
the courts of England and Wales will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in
Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.
22.2
If you are a business, these terms of use, its subject matter and its formation (and any non-contractual disputes or claims) are governed by English
law. You and InvestorConnected both agree to the exclusive jurisdiction of the courts of England and Wales.
23 Severance
If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent
necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted.
Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this
Agreement.
24 Language
This Agreement is drafted in the English language. If this agreement is translated into any other language, the English language version shall prevail.
25 Entire agreement
25.1
This Agreement constitutes the entire agreement between you and InvestorConnected and supersedes and extinguishes all previous agreements, promises,
assurances, warranties, representations and understandings, whether written or oral, relating to the subject matter of this Agreement.
25.2
You may also be subject to additional terms and conditions that may apply when you use or purchase certain other InvestorConnected services,
third-party content or third party software.
26 Amendments to this Agreement
We reserve the right to amend, supplement, or replace the terms of this Agreement, effective prospectively upon amending this page notifying you otherwise.
You are expected to check this page from time to time and take notice of any changes we make, as they are binding on you.
27 Assignment and delegation
27.1
The rights and obligations under this Agreement are personal to you, and are not assignable, transferable, or sublicencable by you except with
InvestorConnected's prior written consent.
27.2
InvestorConnected may assign, transfer, or delegate any of its rights and obligations hereunder without your consent or notice to you.
27.3
InvestorConnected may also substitute, by way of unilateral novation, InvestorConnected for any third party that assumes our rights and obligations
under this Agreement.
28 InvestorConnected Member Rulebook
As a condition to access and by entering this Agreement InvestorConnected, you agree to strictly observe and comply with the following obligations in our
Member Rulebook.
(a)
Comply with all applicable laws and this Agreement, as may be amended from time to time with or without advance notice, and any related policies;
(b)
Keep your password secure and confidential;
(c)
Provide accurate information to us and update it as necessary;
(e)
Review and comply with notices and/or notifications posted or sent by InvestorConnected concerning the Service;
(f)
Use the Service in a professional manner; and
(g)
Use your real name on your profile.
28.2
You agree not to directly or indirectly:
(a)
Permit others to use your account;
(b)
Use or attempt to use other Members' accounts;
(c)
Create a false identity on InvestorConnected;
(d)
Create a Member profile for anyone other than a natural person;
(e)
Act dishonestly or unprofessionally by engaging in unprofessional behaviour by posting inaccurate, inappropriate or objectionable content to the site;
(f)
Share information of non- Members without their express consent
(g)
Post ideas or information on the site that you would like to keep confidential. InvestorConnected cannot guarantee that other Members will not use the
ideas and information that you share on the site. InvestorConnected IS NOT RESPONSIBLE FOR ANOTHER'S MISAPPROPRIATION or MISUSE OF ANY CONTENT OR
INFORMATION YOU POST ON ITS SITE.
(h)
Post, upload, communicate, transmit or otherwise make available or initiate any content that:
(i)
Is unlawful, abusive, harassing, threatening, defamatory, libellous, deceptive, fraudulent, tortious, obscene, discriminatory, offensive, profane or
invasive of another's privacy;
(ii)
Includes information the disclosure of which constitutes a violation of any legal, contractual or fiduciary obligation or duty of confidence (such as
proprietary, confidential or insider information to which you have been privy as part of employment relationships or under non-disclosure agreements)
(iii)
Infringes upon trademarks, patents, trade secrets, copyrights or other proprietary rights;
(iv)
Constitutes unauthorised or unsolicited advertising or promotional material or any junk mail, chain letters or spam;
(v)
Forges headers or otherwise manipulates identifiers in order to disguise the origin of any communication transmitted through the Service;
(vi)
Contains software viruses, worms, or any other computer code, files or programs that destroy, interrupt or limit the functionality of any computer
software or hardware or telecommunications equipment of InvestorConnected, its Members or third party users;
(vii)
Adds to a content field content that is not intended for such field (e.g. submitting an email address in the 'telephone number' field);
(i)
Create profiles or provide content that promotes prostitution or escort services.
(j)
Licence, sublicence, duplicate, publish, broadcast, transmit, distribute, perform, display, sell, rebrand or otherwise transfer information available
on the site or through the Service (excluding content posted by you) except as permitted in this Agreement or as expressly authorised by InvestorConnected;
(k)
Decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive the source code or underlying ideas or algorithms for any part of the
Service or of any underlying intellectual property used to provide the Service, or any part thereof;
(l)
Use manual or automated software, devices or other means to access, 'scrape', 'crawl' or 'spider' any page or other services contained on the site;
(m)
Engage in 'framing', 'mirroring' or otherwise simulating the appearance or function of InvestorConnected's site;
(n)
Utilise or copy information, content or any data available on the site or the Service to provide any service that, as determined at InvestorConnected's
sole discretion, is in competition with InvestorConnected;
(o)
Access, via automated or manual means or processes, InvestorConnected for the purpose of monitoring the availability, performance or functionality of
the site or Service for any competitive purpose;
(p)
Modify, adapt, translate or create derivative works of any part of the Service or its underlying technology, or other Members' content, in whole or
part, except as permitted by InvestorConnected;
(q)
Rent, lease, loan, trade, distribute, sell/re-sell any of the rights you receive under this Agreement;
(r)
Collect, use, copy, or transfer any information including, but not limited to, personally identifiable information obtained from the site or Service
except as expressly permitted in this Agreement or as the owner of such information may expressly permit;
(s)
Infringe or use InvestorConnected's brand, logos or trademarks except as expressly permitted by InvestorConnected;
(t)
Attempt to or actually override any security component included in or underlying InvestorConnected;
(u)
Engage in any action that imposes or may impose, as determined within InvestorConnected's sole discretion, an unreasonable or disproportionate load or
burden on InvestorConnected's infrastructure or that of its third party providers or in any way interferes with the proper functioning of the site or
Service.