1. ACCEPTANCE OF TERMS
2. DESCRIPTION OF SERVICE
DH currently provides User’s new, prospective, or ‘Start-Up’ companies ("Start-ups") with access to a broad range of angel investors, directly, as well as through its network of contacts and service providers (the "Service"). The User and any affiliates, associates, or subsidiaries of the Start-up also understand and agree that the Service may include advertisements and that these advertisements may be necessary for DH to provide the Service. Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to the TOU. The User of the DH website understands and agrees that the Service is provided "AS-IS" and that DH assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.
The User and Start-up are responsible for obtaining access to the Service and that access may involve third party fees (such as Internet service provider or other fees) but there is no registration fee for Start-ups. In addition, DH covers all of the video production costs for the first campaign for the Start-ups and DH provides the media material for their own distributions.
3. USER "START-UP" OBLIGATIONS
In consideration of the User and the Service, the User agrees to:
(a) provide true, accurate, current and complete information about the User as prompted by the Service's registration form (such information referred to as the "Registration Data"); and
(b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If the User provides any information that is untrue, inaccurate, not current or incomplete, or DH has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, DH has the right to suspend or terminate the account of the User or Start-up and refuse any and all current or future use of the Service (or any portion thereof).
The information submitted to DH will be used primarily for the purpose of creating successful matches between entrepreneurs and investors. Any information received is necessary to provide a level of certainty of intent and to maximize credibility. It may also be used to provide backup that may be helpful in your desire to seek capital and/or to invest. It is also needed in order to aid with the continual improvement of the site, compile basic and advanced demographic data and to generally improve the services offered to you. The company will not sell, share, rent or otherwise provide your confidential information to any independent third parties without your prior knowledge and consent.
5. MEMBER ACCOUNT, PASSWORD AND SECURITY
The User is responsible for maintaining the confidentiality of the password and account, and is fully responsible for all activities that occur under its password or account. The User agrees to:
(a) immediately notify DH of any unauthorized use of its password or account or any other breach of security; and
(b) ensure that the User exits from its account at the end of each session. DH cannot and will not be liable for any loss or damage arising from failure of the user of the DH website to comply with this Section 5.
6. MEMBER CONDUCT
The User understands that all information, data, text, software, sound, photographs, graphics, video, messages or other materials (the "Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that the User, and not DH, is entirely responsible for all Content that the User uploads, posts, emails, transmits or otherwise makes available via the Service. DH does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content.
The User agrees to not use the Service to:
(a) upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
(b) harm minors in any way;
(c) impersonate any person or entity, including, but not limited to, a DH official, forum leader, guide or host, or falsely state or otherwise misrepresent the affiliation of the User with a person or entity;
(d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
(e) upload, post, email, transmit or otherwise make available any Content that the User does not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(f) upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
(g) upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, ‘pyramid schemes’, or any other form of solicitation, except in those areas (if any) that are expressly designated for such purpose;
(h) upload, post, email, transmit or otherwise make available any material that 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;
The User acknowledges that DealHall does not pre-screen Content, but that DealHall and its designees, affiliates, staff, or any other associates (“Designees) shall have the right (but not the obligation) in their sole discretion to refuse or relocate any Content that is available via the Service. Without limiting the foregoing, DH and its Designees shall have the right to remove any Content that violates the TOU or is otherwise objectionable. The User agrees that it must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, the User acknowledges that the User may not rely on any Content created by DH or submitted to DH.
The User acknowledges and agrees that DH may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to:
(a) comply with legal process;
(b) enforce the TOU;
(c) respond to claims that any Content violates the rights of third-parties; or
(d) protect the rights, property, or personal safety of DH, its users and the public.
The User agrees to indemnify and hold harmless DH, and its subsidiaries, affiliates, officers, agents, co-branders, partners, employees, or otherwise affiliated Designees from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content the user of the DH website submits, posts, transmits or makes available through the Service, the use of and connection to the Service by, the User, the violation of the TOU or of any rights of another by the user of the DH website.
10. NO RESALE OF SERVICE
The User agrees not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service, including any intellectual property rights of DH or any person firm or corporation having posted information for availability through the Service.
11. DEALHALL'S PROPRIETARY RIGHTS
The User acknowledges and agrees that the Service and any necessary software used in connection with the Service ("Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws.
DealHall grants the User a personal, non-transferable and non-exclusive right and license to use the Service; provided that the User does not (and does not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the DH website, the Software or the Content. The User agrees not to modify the Software in any manner or form, or to use modified versions of DH website, the Software or the Content, including (without limitation) for the purpose of obtaining unauthorized access to the Service. The User agrees not to access the Service by any means other than through the interface that is provided by DH for use in accessing the Service.
12. DISCLAIMER OF WARRANTIES
The User expressly understands and agrees that:
(a) the use of the Service is at the User’s sole risk. The Service is provided on an "AS IS" and "AS AVAILABLE" basis. DH expressly disclaims all warranties of any kind, whether express or implied.
(b) DH makes no warranty that (i) the service will meet the requirements of the user of the DH website, (ii) the Service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by the User through the service will meet its expectations, and (v) any errors in the Software will be corrected.
(c) any material downloaded or otherwise obtained through the use of the Service is done at the sole discretion and risk of the User and that it will be solely responsible for any damage to its computer system or loss of data that results from the download of any such material.
(d) no advice or information, whether oral or written, obtained by the User from DH or through or from the Service shall create any warranty not expressly stated in the TOU.
e) it waives any claims it now has, or in the future may have, which gives or provides the User with any cause of action whatsoever.
f) notwithstanding any other provisions herein, the User acknowledges that neither DH or its Contributors, nor their affiliates or representatives shall be liable to the User for special, incidental or consequential, special, direct or indirect damages arising directly or indirectly from any occurrence whatsoever (including without limitation to loss of profits, loss of business opportunity, loss of property, of any nature whatsoever), whether or not such damages were foreseeable by the DH or its Contributors or any one of them was advised of the possibility of such damages and whether otherwise arising from any contractual, tortious acts or omissions of either party or of their respective affiliates or representatives, and whether or not it had any knowledge, actual or constructive, that such damages might be incurred for having relied on the material, information, data or the Content presented or forming part of any of the DH website, to make personal, medical, legal, tax, accounting, investment or financial decisions.
g) The User accepts total responsibility for any agreement, understanding or relationship that the User enters into with any of the Contributors. Further, the User understands, acknowledges and agrees that DH, in no manner whatsoever, endorses the said Contributors or whatever pitch may be presented by such Contributors and that DH shall not be held liable for any claims of any nature whatsoever arising or resulting from any thesis or pitch of any of the Contributors, or from any agreement, understanding, association, investment or relationship concluded, agreed, made or established between the User and any of the Contributors, of any type and for any reason whatsoever.
h) The User understands, acknowledges and agrees that the DH website is designed as an educational and networking tool only, and that DH is not engaged in rendering, nor is it representing itself as rendering legal, tax, financial, accounting, medical or other professional advice or opinions of any nature whatsoever to the user of the DH.
i) The user "Angel Investor" of the DH hereby confirms that it qualifies as a sophisticated, accredited or professional investor", pursuant to all applicable legislation relating to the distribution and/or sale of securities.
j) The User understands, acknowledges and agrees that it is its own responsibility to obtain independent legal, tax, financial, accounting, medical or other professional advice with respect to evaluating, agreeing, establishing and/or implementing any relationship or investment based on any of the material, information or strategies presented on the DH website. Further, it is highly recommended that the User take adequate time to review and evaluate whatever material or information received with whichever independent professional advisors the User deems appropriate.
Notices to the User may be made via e-mail, fax or regular mail. The Service may also provide notices of changes to the TOU or other matters by displaying notices or links to notices to the User generally on the Service.
14. TRADEMARK INFORMATION
The DH logo, the DH design, and the DH stylized, trademarks and service marks, and other DH logos and product and service names are trademarks of DH (the "DH Marks"). Without DH's prior permission, the User agrees not to display or use in any manner, the DH Marks.
This TOU is subject to change. Please contact us with any questions regarding the policy or to report a breach of TOU.