TERMS OF SERVICE
Last Revised: December 22, 2016
In addition, when using certain parts or features of the Service, you will be subject to any additional terms posted on the Service, and all such terms are hereby incorporated by reference into these Terms of Service.
You acknowledge that Searchfunder may establish general practices and limits concerning use of the Service, including but not limited to the maximum period of time that data or other content will be retained by the Service and the maximum number of Deal Posts you may create and/or claim. You agree that Searchfunder has no responsibility or liability for the deletion or failure to store any data or other content maintained or transmitted by the Service. You acknowledge that Searchfunder reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Searchfunder reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.1. ABOUT THE SERVICE
Searchfunder provides an innovative way for our community of users to match potential financers (“Buyers”) of company acquisitions: lenders and investors with well-suited Acquisition targets (“Targets”) quickly and efficiently matching Targets according to criteria such as location, industry, deal-size, and transaction type (“Criteria”) provided by the abovementioned Buyers. Targets are identified by (“Finders”) through independent channels and entered into the Service. Any user may play the role of the Finder in addition to their default role.
When a user becomes aware of a potential Target that the user is interested in Acquiring, the user may use the Service to find potential financing options for that Target. To do so, the Finder may create a posting on the Service describing certain basic facts about the potential Target, such as its general industry, the municipality, state or region in which it is located, and, if available, its general annual revenue range and estimated general Acquisition price range (a “Deal Post”). The Finder agrees to provide these basic facts at a high enough level so as not to violate any outstanding Non-Disclosure Agreements when the Deal Post is created.
The Finder may then “share” the Deal Post with individuals within the Service. The Service will provide recommendations for potential Buyers based on their Criteria. Finders must share Deal Posts with individual potential Buyers one at a time (i.e,. a Finder is required to designate and confirm individually each potential Buyer whom the Finder wishes to share a Deal Post). Accordingly, the Service does not permit open “listing” of Deal Posts such that a Deal Post would be visible to all users of the Service. These requirements and limitations are intended in part to help both Searchfunder and our users comply with applicable securities laws.2. USER REVIEWS
- a merger or consolidation in which (i) the Target is a constituent party or (ii) a subsidiary of the Target is a constituent party and the Target issues equity securities pursuant to such merger or consolidation, and immediately following such merger or consolidation, the Buyer (or its Related Party) owns or controls at least a majority, either by voting power or by economic interest, of the equity securities of (1) the surviving or resulting entity; or (2) if the surviving or resulting entity is a direct or indirect wholly owned subsidiary of another entity immediately following such merger or consolidation, the direct or indirect parent entity of such surviving or resulting entity;
- a transaction or series of related transactions in which a Buyer and/or one or more of its Related Parties, either alone or together with a group of related persons and/or entities, acquires equity securities in the Target representing more than fifty percent (50%) of the outstanding voting power or economic interest in the Target, whether by acquiring such securities directly from the Target or from other holders of outstanding equity securities in the Target, or any combination of the foregoing;
- the sale, lease, transfer, exclusive license or other disposition to a Buyer (either alone or together with one or more of its Related Parties), in a single transaction or series of related transactions, by the Target or any subsidiary of the Target of all or substantially all the assets or business of the Target and its subsidiaries taken as a whole, or the sale or disposition (whether by merger, consolidation or otherwise) of one or more subsidiaries of the Target if substantially all of the assets or business of the Target and its subsidiaries taken as a whole are held by such subsidiary or subsidiaries, except where such sale, lease, transfer, exclusive license or other disposition is to a wholly owned subsidiary of the Target; and
- the acquisition by a Buyer, either alone or together with one or more of its Related Parties, of indebtedness secured by a lien or other security interest on assets of the Target and/or its subsidiaries (whether as a result of direct issuance of indebtedness by the Target and/or its subsidiaries to the Buyer or its Related Parties, or as a result of the acquisition of such indebtedness by the Buyer or its Related Parties from a third party holder of such indebtedness), representing all or substantially all the assets or business of the Target and its subsidiaries taken as a whole, including any such indebtedness guaranteed by the Target or any of its subsidiaries.
You are responsible for maintaining the confidentiality of your user name and password, and are fully responsible for any and all activities that occur under your account. You agree to (a) notify Searchfunder immediately of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account and log out of the Service at the end of each session when accessing the Service. Searchfunder will not be responsible or liable for any loss or damage arising from failure to comply with these obligations.
Once you have registered for an account, you will be able to create a user profile for use in connection with the Service (“User Profile”). You may include in your User Profile the information about yourself that you provided as part of the registration process. You may also provide information about your business, including, without limitation, management and key personnel, your business philosophy and focus, and other information. The information you provide as part of your user profile may help other users be able to identify more effectively potential Targets that may be of interest to you.
Once you have established an account with the Service, you will be able to complete and update your User Profile, to view the User Profiles of other users, and to create, share, and claim Deal Posts.
It is not necessary to register for an account with Searchfunder in order to visit the Site. However, if you choose not to register for an account, you will not be able to access or use certain portions of the Site and certain aspects of the Service. For example, you will not be able to create a User Profile or view, create, claim, or share Deal Posts, and other portions of the Site and the Service will be inaccessible or restricted to you as well.5. SEARCHFUNDER GRANT OF LICENSE TO USER
Searchfunder hereby grants to you, subject to the terms and conditions of these Terms of Service, a personal, nonexclusive, nontransferable, limited license (without the right to sublicense) to access and use the Service and Proprietary Material (as defined below) solely for your personal use, in accordance with and subject to these Terms of Service, including the limitations set forth in these Terms of Service. Any rights not expressly granted herein are reserved. Any use of the Service other than as specifically authorized herein without the prior written permission of Searchfunder is strictly prohibited and will terminate the license granted herein.
You acknowledge and agree that all text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content (collectively, “Proprietary Material”) that you access through the Service are owned by Searchfunder or its subsidiaries, affiliates or licensors, excluding User Content (as defined below) that Searchfunder has the right to use.
You agree to use diligent efforts to protect the Service, and its proprietary content, information and other materials, including technology, software and the Proprietary Materials, from unauthorized access or use, and you agree that you will not use the Service or such proprietary content, information or other materials, including, without limitation, the Proprietary Materials, except as expressly permitted in these Terms of Service. Except as specifically permitted in these Terms of Service, you agree that you will not directly or indirectly: (a) distribute, sell, transfer, rent, lease, sublicense or otherwise exploit the Service or Proprietary Material, any updates, or any part thereof in any unauthorized manner; or (b) copy, reproduce, adapt, create derivative works of, translate, localize, port, reverse engineer, decompile, otherwise attempt to discover any source code, or otherwise modify the Service or Proprietary Material, any updates, or any part thereof in any form or manner by any means. You understand and agree that you are not permitted to: (i) remove or alter any copyright or other proprietary rights notices; (ii) use any data mining, robots, scraping or similar data gathering or extraction methods; (iii) use any means to discover the trade secrets in the Service; or (iv) otherwise circumvent any functionality or security measures that control access to or otherwise protect the Service. Doing, or attempting to do, any of the foregoing is a violation of the rights of Searchfunder and its subsidiaries, affiliates and licensors. If you breach these restrictions, you may be subject to prosecution and damages. Searchfunder reserves the right to suspend or terminate your account if it determines that you have done, or attempted to do any of the foregoing.
The “Searchfunder” name and logo are trademarks and service marks of Searchfunder (collectively the “Searchfunder Marks”). Other company, product, and service names and logos of third parties used and displayed via the Service (collectively the “Third Party Marks”) may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Searchfunder. Nothing in these Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of the Searchfunder Marks or Third Party Marks displayed on the Service, without the owner’s prior written permission in each instance. All goodwill generated from the use of the Searchfunder Marks or Third Party Marks will inure to the exclusive benefit of their respective owners.6. USER GRANT OF LICENSE TO SEARCHFUNDER
You acknowledge and agree that any and all (i) questions, comments, suggestions, ideas, feedback or other information about the Service provided by you to Searchfunder (collectively “Feedback”), and (ii) improvements, updates, modifications or enhancements, whether made, created or developed by Searchfunder or otherwise relating to the Service (collectively “Revisions”) are and will remain the property of Searchfunder. You acknowledge and expressly agree that any contribution of Feedback or Revisions does not and will not give or grant you any right, title or interest in the Service or in any such Feedback or Revision. All Feedback and Revisions become and shall be the sole and exclusive property of Searchfunder, and Searchfunder shall be entitled to the unrestricted use, dissemination, and distribution of Feedback and Revisions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby assign to Searchfunder any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property rights) that you may have in and to any and all Feedback and Revisions. At Searchfunder’s request and expense, you will execute any document, registration or filing required to give effect to the foregoing assignment.7. RULES OF CONDUCT
You are solely responsible for your use of and activity in relation to the Service and the Site. Your permission to use the Service is conditioned upon the following use and conduct restrictions. You agree that you will not under any circumstances use the Service or the Site to:
- post or otherwise transmit any content that
- is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, or hateful racially, ethnically or by religion, gender, or sexual orientation, or otherwise objectionable;
- violates the Federal Trade Commission Guides Concerning the Use of Endorsements and Testimonials in Advertising;
- you do not have a right to transmit or post under any law or under contractual or fiduciary relationships and obligations;
- infringes any intellectual property or other proprietary rights of Searchfunder or any other party;
- constitutes unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, or use any distribution lists including any person who has not given specific permission to be included in such a process (commercial or otherwise);
- contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or
- in the sole judgment of Searchfunder, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Searchfunder or its users to any harm or liability of any type;
- “stalk,” harass or otherwise violate the legal rights of others, including, without limitation, other users;
- harm minors in any way; impersonate any person or entity; falsely state or otherwise misrepresent your affiliation with a person or entity; or provide false or inaccurate information to Searchfunder;
- interfere with or disrupt the Service , the Site, or servers or networks connected to the Service or the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Service or the Site; or
- violate any terms which may be applicable for any particular area of the Service or the Site; or intentionally or unintentionally violate any applicable local, state, national or international law, or any regulations having the force of law;
- use the Service or the Site in any unlawful manner or in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party's use and enjoyment of the Service or the Site; or
- obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service or the Site.
You acknowledge and agree that, other than sharing of Deal Posts with other users whom you know and with whom you have an existing relationship, you will not send unsolicited emails or other unsolicited communications to any other users and that you will comply with any request from any users to not send such communications. Such unsolicited emails and communications may constitute misrepresentation, misappropriation of Searchfunder’ name and reputation, unfair competition, and may also violate applicable securities laws and laws that prohibit unsolicited email, for which we shall be entitled to take legal action against you as we deem appropriate in our discretion.8. THIRD PARTY CONTENT AND services
These Terms of Service shall commence with respect to you when you begin using the Service and shall continue until terminated in accordance with this section. You may terminate your account from your user profile at any time.
You agree that Searchfunder, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service for any reason, including, without limitation, for lack of use or if Searchfunder believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. You agree that any termination of your access to the Service may be effected without prior notice, and acknowledge and agree that Searchfunder may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Searchfunder shall not be liable to you or any third party for any termination of your access to the Service.
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SEARCHFUNDER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO TIMELINESS, ACCURACY, COMPLETENESS, RELIABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. SEARCHFUNDER MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE SERVICE, ANY PROPRIETARY MATERIAL, ANY USER CONTENT, OR ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE, ANY DEAL POST, ANY SITE LINKED TO THE SERVICE. SEARCHFUNDER DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY PRODUCT AND SEARCHFUNDER WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY INTERACTION BETWEEN YOU AND ANY THIRD PARTY.
WITHOUT LIMITING THE FOREGOING, NEITHER SEARCHFUNDER NOR ITS SUBSIDIARIES, AFFILIATES OR LICENSORS WARRANT THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE. NEITHER SEARCHFUNDER NOR ITS SUBSIDIARIES, AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. NEITHER SEARCHFUNDER NOR ITS SUBSIDIARIES, AFFILIATES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF YOU OR OTHER USER, INCLUDING IN THEIR CAPACITIES AS BUYERS AND FINDERS.
SEARCHFUNDER DOES NOT WARRANT OR GUARANTY THAT YOU WILL BE ABLE TO ACT AS A FINDER OR BECOME ENTITLED TO RECEIVE ANY FINDER FEE AS A RESULT OF USING THE SERVICE, OR THAT, IN THE EVENT YOU BECOME ENTITLED TO RECEIVE A FINDER FEE, THAT THE BUYER WILL PAY ANY OR ALL OF SUCH FINDER FEE TO YOU, OR THAT SUCH AMOUNT WILL BE PAID IN A TIMELY MANNER. SEARCHFUNDER DOES NOT WARRANT THAT YOU WILL BE ABLE TO ACT AS A BUYER AND COMPLETE ONE OR MORE ACQUISITIONS AS A RESULT OF VIEWING OR CLAIMING ONE OR MORE DEAL POSTS OR OTHERWISE USING THE SERVICE.
SEARCHFUNDER DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES, GUARANTIES, OR RECOMMENDATIONS REGARDING THE ACQUISITION, OFFER, OR SALE OF ANY TARGET, OR THE BUSINESS OR SECURITIES OF ANY TARGET, OR THAT ANY BUYER THAT ACQUIRES A TARGET WILL OBTAIN ANY RESULTS (WHETHER FINANCIAL, COMMERCIAL, OR OTHERWISE) OF ACQUIRING OR OPERATING THE BUSINESS OF SUCH TARGET.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SEARCHFUNDER, OR THROUGH OR FROM THE SERVICE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.11. RELEASE AND INDEMNIFICATION
By using the Service, by sharing or claiming any Deal Post, or participating in any Acquisition (whether as a Buyer or other party), you agree that you release and discharge Searchfunder and its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries and affiliates (the “Searchfunder Entities”) from any and all losses, damages, rights, claims, proceedings, actions of any kind and injury (including death), penalties, fines, costs, expenses (including reasonable attorneys’ fees) (each, a “Claim”) arising out of or relating to the Service, your use of the Service, or any act or omission by any person, including without limitation, any dispute between you and any other person, any content posted on the Service, and your participation in any Acquisition (whether as a Buyer or other party). If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
You agree to indemnify and hold Searchfunder and the Searchfunder Entities harmless from any Claim made by any third party arising out of or in connection with your use of the Service, your participation in any Acquisition (whether as a Buyer or other party), any material you post or transmit via the Service, any breach by you or any user of your account of these Terms of Service, or any violation by you of any rights of any third party.12. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES WILL SEARCHFUNDER OR THE SEARCHFUNDER ENTITIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SEARCHFUNDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, ARISING FROM OR RELATED TO THESE TERMS OF SERVICE OR USE OF THE SERVICE.
YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE IS TO STOP USING THE SERVICE. THE MAXIMUM LIABILITY OF SEARCHFUNDER FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE AGGREGATE AMOUNT OF FINDER FEES PAID TO YOU BY BUYERS IN CONNECTION WITH ACQUISITIONS RESULTING FROM THE USE OF THE SERVICE, IF ANY, DURING THE SIX (6) MONTHS PRIOR TO THE DATE OF THE FIRST OCCURRENCE GIVING RISE TO SUCH LIABILITY.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.13. COPYRIGHT COMPLAINTS
Searchfunder respects the intellectual property of others, and we ask our users to do the same. Searchfunder will promptly process and investigate notices of alleged infringement, including with respect to User Content, and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”) and other applicable intellectual property laws with respect to any alleged or actual infringement. In an effort to protect the rights of copyright owners, Searchfunder maintains a policy for the termination, in appropriate circumstances, of users of the Service who are repeat infringers.
If you are a copyright owner or an agent thereof and believe, in good faith, that any materials on the Service, including any User Content, infringe your copyrights, you may submit a notification pursuant to the DMCA by sending the following information in writing to Searchfunder’ designated copyright agent at :
1075 NW Northrup St #414
Portland, OR 97209
- The date of your notification;
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- A description of the material that is claimed to be infringing or to be the subject of infringing activity and information sufficient to enable us to locate such work;
- Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and/or email address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If your User Content is removed from the Service as a result of an allegation that such User Content infringes any copyrights, and you believe that such User Content that has been removed from the Service is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or otherwise pursuant to applicable law, to post and use the content in User Content, you may send a counter-notice containing the following information to our copyright agent using the contact information set forth above:
- Your physical or electronic signature;
- A description of the content that has been removed and the location at which the content appeared before it was removed;
- A statement that you have a good faith belief that the content was removed as a result of mistake or a misidentification of the content; and
- Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court in New York, NY and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Searchfunder copyright agent, Searchfunder may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider or user, the removed content may (in Searchfunder’ discretion) be reinstated on the Service in 10 to 14 business days or more after receipt of the counter-notice.14. AMENDMENTS AND MODIFICATIONS
We reserve the right to modify these Terms of Service at our sole discretion. Any such modifications will be effective immediately upon posting. The date of the latest revision will always appear at the top of the page. You should periodically visit this page to review the current Terms of Service so you are aware of any modification to which you are bound.
Unless explicitly stated otherwise, any new features that augment or enhance the current Service, will automatically be deemed to be part of the Service and subject to these Terms of Service. To the extent you access the Service through a mobile or wireless device, your carrier’s standard charges, data rates and other fees may apply.
Searchfunder reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Searchfunder and its subsidiaries and affiliates shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service, or of any part of the Service.15. GENERAL
These Terms of Service constitute the entire agreement between you and Searchfunder and govern your use of the Service, superseding any prior agreements between you and Searchfunder with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use third-party services, content or software. These Terms of Service shall be governed by the laws of the State of New York without regard to its conflict of law provisions. You and Searchfunder agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within New York County, New York. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THESE TERMS OF SERVICE. The failure of Searchfunder to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service. These Terms of Service may not be assigned by you without the prior written consent of Searchfunder.16. PRIVACY
Please contact us at firstname.lastname@example.org to report any violations of these Terms of Service or to pose any questions regarding these Terms of Service or the Service.
Submissions - Rules and Permission to Use
Any and all materials, including without limitation investor reviews, user reviews, suggestions, feedback, ideas, concepts, comments, illustrations and other materials that you disclose or offer to us on or in connection with this website, located at https://www.searchfunder.com/ (the "Site") or any materials available on the Site ("Submissions") are submitted by you without any restrictions or expectation of confidentiality. You hereby assign to us without additional consideration or further obligation, all rights now known or hereafter existing to use, allow others to use, or assign the right to use, the Submissions. You further agree that your Submissions may be used without restriction for any purpose whatsoever, commercial or otherwise, without compensation to you, including the right to use, reproduce, modify, adapt, publish, transmit, publicly perform or display, translate, create derivative works from, or otherwise communicate to the public the Submissions on this Site or elsewhere by us, our assigns or others we have allowed to use your Submissions. You will not assert any proprietary right or moral right of any kind with respect to any Submissions.
>You represent and warrant to Firmcast, Inc. ("Firmcast") that:
- you own, or are otherwise lawfully authorized to use, all Submissions and portions thereof that you transmit to or through this Site;
- any Submissions submitted by you will not contain any of the following material (the "Proscribed Material"):
- material that is false, factually inaccurate or misleading;
- material that is defamatory, libelous, deceptive or fraudulent;
- material that violates any U.S. or foreign law or regulation, including without limitation any law or regulation governing advertising or testimonials;
- material that discriminates against, ridicules, harasses or disparages an individual or group for any reason, or on the basis of race, religion, national origin, gender, sexual orientation, marital status, age, disability or any other status that Firmcast deems inappropriate for the Site;
- material that violates any person's privacy right;
- material that infringes or violates any person's copyright, trademark or other intellectual property right;
- material that is obscene or derogatory; and
- material that promotes violence, firearms, ammunition or weapons designed to inflict serious bodily harm;
- material that Firmcast deems, in its sole discretion, objectionable or inappropriate for the Site; and
- Firmcast's use of any Submission does not and will not violate any U.S. or foreign law or regulation, including without limitation any law related to advertising or testimonials, any law concerning defamation, libel and privacy, and any copyright, trademark or other intellectual property law, and will not cause injury to any person or entity.
- You understand and agree that inclusion of any Submissions on the Site is not, and shall not be, an endorsement of any cause, idea, website, interest, products or services.
Disclaimer of Warranties; Limitation of Liability
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS OF THE SITE. YOU UNDERSTAND THAT FIRMCAST IS NOT AND SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY ACT OR OMISSION BY ANY USER OF THE SITE, WHETHER ON OR OFF THE SITE. FIRMCAST MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE SITE, its CONTENT AND THE CONDUCT OF USERS OF THE SITE.
Firmcast has no obligation to screen or monitor any Submissions and does not guarantee that any content available on the Site is suitable for all users.
FIRMCAST MAKES AVAILABLE THE SITE ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND ARE INTENDED FOR INFORMATIONAL PURPOSES ONLY. WHILE WE ENDEAVOR TO PROVIDE THE MOST ACCURATE, UP TO DATE INFORMATION AVAILABLE, THE SITE MATERIALS MAY CONTAIN TECHNICAL OR OTHER INACCURACIES OR TYPOGRAPHICAL ERRORS, AND MAY BE CHANGED OR UPDATED WITHOUT NOTICE. YOU THEREFORE USE THE SITE AT YOUR OWN RISK. FIRMCAST EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, QUALITY, PERFORMANCE OR SUITABILITY OF THIS SITE, OR ANY PRODUCTS, SERVICES OR RESULTS OBTAINED ON OR THROUGH THIS SITE, AND ANY OTHER WARRANTY THAT MIGHT ARISE UNDER ANY LAW. Without limiting the foregoing, Firmcast makes no representations or warranties: (a) that the use of the Site will be permitted in your jurisdiction; (b) that use of the Site will be uninterrupted or error-free; (c) concerning any content submitted by any user; (d) concerning any third party's use of content that you submit; (e) that any content you submit will be made available on the Site or will be stored by Firmcast; (f) that Firmcast will continue to support any particular feature of the Site; (g) Concerning sites and resources outside of the Site, even if linked to, from or through from the Site.
IN NO EVENT WILL FIRMCAST BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, EXEMPLARY, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO USE OF THE SITE, OR ANY USE OF THE SITE BY YOU OR ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION, BODILY INJURY, DEATH, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR PERSONS YOU MEET THROUGH THE USE OF THE SITE. INCLUDING, WITHOUT LIMITATION, ANY FALSE, DEFAMATORY OR LIBELOUS STATEMENTS OR COMMUNICATIONS MADE BY ANY PERSON. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE SITE, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON. In some jurisdictions, it is not permitted to limit certain types of liability and therefore such limitations to the extent they exclude such liability may not apply to you. IN SUCH JURISDICTIONS, FIRMCAST'S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW
Last Revised: December 22, 2016
When you interact with us through the Service, we collect from you and store certain personal and general information. “Personal Information” includes information that can be linked to a specific individual, such as name, e-mail address, username, password, location, and phone number. “General Information” includes information that cannot be used to personally identify you, such as anonymous usage data, general demographic information, referring/exit pages and URLs, preferences you submit and preferences that are generated based on the data you submit and number of clicks.
- Information Collected via Technology-
Cookies. In an effort to improve the quality of the Service, we may track information provided to us by your web browser when you view the Service, such as your internet protocol (IP) address, the website you came from (known as the “referring URL”), the type of browser you use, the device from which you connected to the Service, the time and date of access, and time spent at our Service, among others. We track this information using cookies, or small text files which include an anonymous unique identifier (“Cookies”). Cookies are a feature of web browser (Internet Explorer, Firefox, Chrome, etc.) software that allows web servers to recognize the computer used to access a site.
If you wish to disable Cookies, you may do so by selecting the appropriate settings on your browser, however please note that if you do this you may not be able to use the full functionality of the Service. On most web browsers, you will find a “help” section on the toolbar. Please refer to this section for information on how to receive notification when you are receiving a new cookie and how to turn cookies off.
- Information That You Provide Through the Service-
Personal Information That You Provide. We collect Personal Information from you when you voluntarily provide such information, such as when you contact us with inquiries or register for a user account. For example, to create an account, you must provide a username, password, email address, mailing address, and the State or other jurisdiction in which you are a resident or, if you are obtaining an account on behalf of an entity, the State or other jurisdiction in which your entity’s principal place of business is located.
Demographic or Other Data. We may also collect and store demographic or other data, such as age, gender, zip code or similar information, from you when you voluntarily provide such information.
- Children’s Privacy-
Searchfunder does not knowingly collect or solicit Personal Information from children under the age of 13, and only persons 18 years of age or older are permitted to create a user account. If you have reason to believe that a child under the age of 13 has provided Personal Information to Searchfunder, please contact us, and we will delete that information as soon as possible.
- How We Use Personal Information-
Searchfunder may also use your Personal Information to contact you in the future to tell you about services we believe will be of interest to you (including updates and enhancements to the Site and the Service). If we do so, each communication we send you will contain instructions permitting you to “opt-out” of receiving future communications. In addition, if at any time you wish not to receive any future communications or you wish to have your name deleted from our mailing lists, please contact us as indicated below under “User Options.” Searchfunder may also use your Personal Information and General Information to help us improve the content and functionality of the Service and to better understand our users.
- Aggregated Personal Information-
In an ongoing effort to better understand and serve users, we may conduct research on our customer demographics, interests and behavior based on the Personal and General Information provided to us. This research may be compiled and analyzed on an aggregate basis and will not be capable of being used to identify you personally (“Aggregated Information”). Searchfunder may use Aggregated Information to improve and market the Service, and for other lawful purposes.
- Public Areas of the Service-
The Service includes certain public or semi-public areas and content, such as postings created by users acting as Finders that describe potential acquisition Targets (“Deal Posts”). Any information, including Personal Information, you provide in such public or semi-public content or areas of the Service may be read, collected and used by others who access them. We urge you to use discretion when deciding whether to post any Personal Information or other sensitive information in these areas or using these features of the Service.
- How We Share Your Personal Information-
- Google Analytics-
- Aggregated Information-
Searchfunder may share Aggregated Information with its agents, business partners and other third parties to conduct research on its users, market and promote the Service, and for other lawful purposes.
- As Required By Law.-
Searchfunder may disclose your Personal Information if required to do so by law or in the good faith belief that such action is necessary to (i) comply with a legal obligation or a government request, (ii) verify compliance with or enforce our Terms of Service or protect and defend the rights or property of Searchfunder, users or others, (iii) act in urgent circumstances to protect the personal safety of users or the public, or (iv) protect against legal liability.
Searchfunder takes reasonable steps (including physical, electronic and procedural measures) to protect the Personal Information provided via the Service from loss, misuse, and unauthorized access, disclosure, alteration, or destruction. However, no Internet or e-mail transmission or electronic storage of information is ever fully secure or error free. Although we take reasonable steps to safeguard and prevent unauthorized access to your Personal Information, we cannot be responsible for the acts of those who gain unauthorized access, and we make no warranty, express, implied or otherwise, that we will be able to prevent such access. By using the Service, you knowledge that you understand and agree to assume these risks.4. LINKS TO THIRD PARTY WEBSITES
If you choose not to provide any Personal Information, you may not be able to use the Service, or parts of the Service.
You have the right at any time to prevent us from contacting you for marketing purposes. When we send a promotional communication to you, each such communication will contain instructions permitting you to “opt-out” of receiving future communications. Please note that notwithstanding the promotional preferences you indicate by either unsubscribing or opting out via such communications or on the Service, we may continue to send you administrative e-mails, such as Closing Notices and Sale Notices, or other correspondence regarding your user account.
You may keep your Personal Information accurate, current, and complete by logging into your user account, if you have obtained a user account with the Service. You may also contact us by email at email@example.com. We will take reasonable steps to update or correct Personal Information in our possession that you have previously submitted via the Service.
Those who access or use the Service form other jurisdictions do so at their own risk are solely responsible for compliance with local law. Personal Information you submit using the Service will be transferred to, stored, and processed in the United States. By visiting the Service and submitting Personal Information, you authorize this transfer.9. CALIFORNIA PRIVACY RIGHTS
California law permits visitors who are California residents to request certain information regarding our disclosure of personally identifiable information to third parties for their direct marketing purposes. To make such a request, please contact us at firstname.lastname@example.org. CONTACT US
You can reach us by email at email@example.com or by mail at:
1075 NW Northrup St #414
Portland, OR 97209